Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a) hereof, as incurred, but only with respect to, arising out of or based on untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 4 contracts
Samples: Underwriting Agreement (Independent Bank Group, Inc.), Underwriting Agreement (Pacific Premier Bancorp Inc), Underwriting Agreement (Veritex Holdings, Inc.)
Indemnification of Company, Directors and Officers. Each Underwriter severally severally, and not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430 Information, if applicable, or in any preliminary prospectus, the Base Prospectus, any Issuer Free Writing Prospectus Supplement, the Prospectus, the Pricing General Disclosure Package or the any Issuer-Represented Free Writing Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 4 contracts
Samples: Underwriting Agreement (Ameris Bancorp), Underwriting Agreement (Veritex Holdings, Inc.), Underwriting Agreement (Ameris Bancorp)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package (or any part thereof) or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 3 contracts
Samples: Underwriting Agreement (Intercept Pharmaceuticals Inc), Underwriting Agreement (Intercept Pharmaceuticals, Inc.), Underwriting Agreement (Intercept Pharmaceuticals, Inc.)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information the Rule 430A Information and the Rule 434 Information deemed to be a part thereof pursuant to Rule 430Bthereof, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representative expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 3 contracts
Samples: Underwriting Agreement and Terms Agreement (Caraustar Industries Inc), Underwriting Agreement (Oakwood Homes Corp), Underwriting Agreement (Oakwood Homes Corp)
Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Written Testing-the-Waters Communication or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 3 contracts
Samples: Underwriting Agreement (Tarsus Pharmaceuticals, Inc.), Underwriting Agreement (Tarsus Pharmaceuticals, Inc.), Tarsus Pharmaceuticals, Inc.
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each officer and director of its officers the Company who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 3 contracts
Samples: Underwriting Agreement (Adaptimmune Therapeutics PLC), Underwriting Agreement (Adaptimmune Therapeutics PLC), Underwriting Agreement (Adaptimmune Therapeutics PLC)
Indemnification of Company, Directors and Officers. Each Underwriter -------------------------------------------------- severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange 1933 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package preliminary prospectus supplement or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus, preliminary prospectus supplement or the Prospectus (or any amendment or supplement thereto).
Appears in 2 contracts
Samples: Purchase Agreement (Health Care Property Investors Inc), Purchase Agreement (Health Care Property Investors Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in the Base Prospectus, any preliminary prospectusprospectus or any other preliminary prospectus supplement relating to the Securities, the Prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Package, or the Prospectus (or in any amendment thereof or supplement thereto) thereto in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.
Appears in 2 contracts
Samples: Purchase Agreement (Puget Sound Energy Inc), Purchase Agreement (Puget Sound Energy Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its CHS and their respective directors, each of its the officers of the Company who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a)(1) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Sachs expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 2 contracts
Samples: Underwriting Agreement (Community Health Systems Inc/), Community Health Systems Inc/
Indemnification of Company, Directors and Officers. Each Underwriter severally severally, and not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in subsection (a) of this Section 7(a) hereof6, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430 Information, if applicable, or in the Base Prospectus, any preliminary prospectus, any Issuer Free Writing the Prospectus, the Pricing General Disclosure Package or the any Issuer-Represented Free Writing Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company through the Representatives by or on behalf of that Underwriter specifically for use therein, which information the parties hereto agree is limited to the Underwriter Information.
Appears in 2 contracts
Samples: Underwriting Agreement (Triumph Bancorp, Inc.), Underwriting Agreement (Triumph Bancorp, Inc.)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees The Underwriters agree to indemnify and hold harmless the Company, its directors, Company and Clearway LLC and their directors or managers and each officer of its officers the Company who signed the Registration Statement, and each person, if any, who controls the Company or Clearway LLC within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) or any Marketing Materials in reliance upon and in conformity with the Underwriter Information.
Appears in 2 contracts
Samples: Underwriting Agreement (Clearway Energy, Inc.), Underwriting Agreement (Clearway Energy LLC)
Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in the Base Prospectus, any preliminary prospectusprospectus or any other preliminary prospectus supplement relating to the Securities, the Prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package information contained in the final term sheet required to be prepared and filed pursuant to Section 3(b) hereof, or the Prospectus (or in any amendment thereof or supplement thereto) thereto in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.
Appears in 2 contracts
Samples: Purchase Agreement (Puget Sound Energy Inc), Purchase Agreement (Puget Sound Energy Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally severally, and not jointly, agrees to indemnify and hold harmless the Company, its each of Company’s directors, each of its Company’s executive officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a8(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in reliance upon and in conformity with Underwriter Information in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information).
Appears in 2 contracts
Samples: Underwriting Agreement (Hanover Bancorp, Inc. /NY), Underwriting Agreement (LINKBANCORP, Inc.)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a)(1) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430B Information or in any preliminary prospectus, the General Disclosure Package, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.
Appears in 2 contracts
Samples: Underwriting Agreement (Supervalu Inc), Underwriting Agreement (Supervalu Inc)
Indemnification of Company, Directors and Officers. Each U.S. Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package U.S. prospectus or the U.S. Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such U.S. Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the U.S. Prospectus (or any amendment or supplement thereto).
Appears in 2 contracts
Samples: Purchase Agreement (Exact Corp), Purchase Agreement (Integrated Electrical Services Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationexpressly for use in the Registration Statement (or any amendment thereto) or the Prospectus (or any amendment or supplement thereto).
Appears in 2 contracts
Samples: Cox Communications Inc /De/, Cox Communications Inc /De/
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section SECTION 7(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in the Base Prospectus, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company through the Representative by or on behalf of that Underwriters specifically for use therein, which information the parties hereto agree is limited to the Underwriter Information.
Appears in 2 contracts
Samples: Underwriting Agreement (Cambridge Bancorp), Underwriting Agreement (First Bancshares Inc /MS/)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange 1933 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto) (as specified in Section 6(e) below).
Appears in 2 contracts
Samples: Purchase Agreement (Hawaiian Electric Co Inc), Hawaiian Electric Industries Inc
Indemnification of Company, Directors and Officers. Each U.S. Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package U.S. prospectus or the U.S. Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such U.S. Underwriter Informationexpressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the U.S. Prospectus (or any amendment or supplement thereto).
Appears in 2 contracts
Samples: Purchase Agreement (Tyco International LTD /Ber/), Purchase Agreement (United Rentals Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430B Information, if any, or in any preliminary prospectus, the Statutory Prospectus, any Issuer Issuer-Represented Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.
Appears in 2 contracts
Samples: Purchase Agreement (First Pactrust Bancorp Inc), Underwriting Agreement (First Pactrust Bancorp Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or and Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in subsection (a) of this Section 7(a) hereof7, and with respect to such expenses, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any Road Show, the Pricing General Disclosure Package Package, or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 2 contracts
Samples: Underwriting Agreement (Montrose Environmental Group, Inc.), Montrose Environmental Group, Inc.
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, any “road show” (as defined in Rule 433 under the Pricing Disclosure Package 0000 Xxx) not constituting an Issuer Free Writing Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 2 contracts
Samples: Underwriting Agreement (Hudson Pacific Properties, Inc.), Underwriting Agreement (Hudson Pacific Properties, Inc.)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its each of the Company’s directors, each of its the Company’s officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section SECTION 7(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 2 contracts
Samples: Underwriting Agreement (HomeStreet, Inc.), Underwriting Agreement (Atlantic Union Bankshares Corp)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430B Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Xxxxx and JPMorgan expressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter agrees, severally agrees and not jointly, to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a)(1) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Final Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Underwriters expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Final Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter agrees, severally agrees and not jointly, to indemnify and hold harmless the Company, its each of the Company's directors, each of its the Company's officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Preliminary Supplemental Prospectus, the Pricing Disclosure Package Final Supplemental Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationexpressly for use in the Registration Statement (or any amendment thereto) or such Preliminary Supplemental Prospectus, the Final Supplemental Prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Semco Energy Inc
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Information.through Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto)
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its each Guarantor, their respective directors, each officer of its officers the Company or any Guarantor who signed the Registration Statement, and each person, if any, who controls the Company or any Guarantor within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430B Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Mxxxxxx Lxxxx expressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430B Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Permitted Free Writing Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including the Rule 430A Information or any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary Preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Sale Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information the Rule 434 Information or the Rule 430A Information deemed to be a part thereof pursuant to Rule 430Bthereof, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Merrill Lynch expressly fxx xxx ix xxx Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company and the Operating Partnership, each of the Company, its 's directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company or the Operating Partnership within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information the Rule 430A Information and the Rule 434 Information deemed to be a part thereof pursuant to Rule 430Bthereof, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company or the Operating Partnership by such Underwriter Informationthrough Salomon expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Terms Agreement (Mills Corp)
Indemnification of Company, Directors and Officers. Each Underwriter severally but not jointly agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430B Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.
Appears in 1 contract
Samples: Purchase Agreement (Orix Corp)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough FPK expressly for inclusion therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430 Information, if applicable, or in any preliminary prospectus, the Base Prospectus, any Issuer Free Writing Prospectus Supplement, the Prospectus, the Pricing General Disclosure Package or the any Issuer-Represented Free Writing Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 1 contract
Samples: Underwriting Agreement (TriState Capital Holdings, Inc.)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in this Section 7(a) hereof6, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Lehmxx xxxressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Adept Technology Inc
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section SECTION 7(a) hereof, as incurred, but only with respect to, arising out of or based on untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information; and will reimburse the Company any and all amounts paid in settlement of any claim or litigation.
Appears in 1 contract
Samples: Underwriting Agreement (Enterprise Financial Services Corp)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless each of the Company, the Operating Partnership, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a)(1) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430B Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) or any Bona Fide Electronic Road Show not constituting an Issuer Free Writing Prospectus in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directorsOfferors, each of its the Company's directors, the Trustees, each of the Offerors' officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its the Operating Partnership and their respective directors and officers who signed the Registration Statement, and each person, if any, who controls the Company or the Operating Partnership within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 1 contract
Samples: Underwriting Agreement (Retail Opportunity Investments Corp)
Indemnification of Company, Directors and Officers. Each The Underwriter severally agrees to indemnify and hold harmless the CompanyCompany and the Operating Partnership, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, and any officer, director, trustee, employee or affiliate thereof, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by the Underwriter Informationexpressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430B Information, or in any preliminary prospectusPreliminary Prospectus, or any Issuer Issuer-Represented Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Citigroup Global Markets Inc., Xxxxxxx and Wachovia expressly for use therein.
Appears in 1 contract
Samples: Purchase Agreement (Ceradyne Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in subsection (a) of this Section 7(a) hereof6, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including or any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough any Representative expressly for use in the Registration Statement (or any amendment thereto) or such Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Cytec Industries Inc/De/
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Base Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such Base Prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Viacom Inc
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, or in any preliminary prospectus430B Information, any Issuer Free Writing Prospectus, any “road show” (as defined in Rule 433 under the Pricing 1000 Xxx) not constituting an Issuer Free Writing Prospectus, the General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 1 contract
Samples: Underwriting Agreement (Hudson Pacific Properties, Inc.)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, any “road show” (as defined in Rule 433 under the Pricing Disclosure Package 1900 Xxx) not constituting an Issuer Free Writing Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 1 contract
Samples: Underwriting Agreement (Hudson Pacific Properties, Inc.)
Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Information.through Xxxxxx Xxxxxxx and UBS expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto)
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange 1933 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package preliminary prospectus supplement or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by any Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus, preliminary prospectus supplement or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Purchase Agreement (Health Care Property Investors Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a)(1) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430B Information, or in any preliminary prospectusPreliminary Prospectus, or any Issuer Issuer-Represented Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Citigroup Global Markets Inc. expressly for use therein.
Appears in 1 contract
Samples: Purchase Agreement (Ceradyne Inc)
Indemnification of Company, Directors and Officers. Each The Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by the Underwriter Informationexpressly for inclusion therein, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the information in Section 6(e) hereof.
Appears in 1 contract
Samples: Underwriting Agreement (Texas Capital Bancshares Inc/Tx)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in subsection (a) of this Section 7(a) hereof6, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including or the Base Prospectus, any information deemed to be a part thereof pursuant to Rule 430BPreliminary Prospectus, or in any preliminary prospectusthe Final Prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (information contained in the final term sheet required to be prepared and filed pursuant to Section 3(c) hereto, or any amendment or supplement thereto) , in reliance upon and in conformity with written information furnished to the Company by such Underwriter Information.through any Representative expressly for use therein. The Company acknowledges that the statements set forth
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally severally, and not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430 Information, if applicable, or in the Base Prospectus, any preliminary prospectus, any Issuer Free Writing the Prospectus, the Pricing General Disclosure Package or the any Issuer-Represented Free Writing Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the written information furnished to the Company through the Representative by or on behalf of that Underwriter specifically for use therein, which information the parties hereto agree is limited to the Underwriter Information.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed Company and the Registration StatementOperating Partnership, and each person, if any, who controls either of the Company or the Operating Partnership within the meaning of Section 15 of the Securities Act 1933 Act, and any director, officer, employee or Section 20 of the Exchange Act affiliate thereof, against any and all loss, liability, claim, damage damage, and expense described in the indemnity contained in subsection (a) of this Section 7(a) hereof6, as incurred, but only with respect to, arising out of or based on to untrue statements or --------- omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by any Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or any preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Underwriting Agreement (Reckson Associates Realty Corp)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Mxxxxxx Lxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Information.through Xxxxxx Brothers or JPMorgan expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto)
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Issuer- Represented Free Writing Prospectus, the Pricing Disclosure Package Prospects or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter InformationInformation furnished to the Company by such Underwriter through the Representative expressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange 1933 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package preliminary prospectus supplement or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by any Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus, preliminary prospectus supplement or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Purchase Agreement (Health Care Property Investors Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally severally, and not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430B Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in subsection (a) of this Section 7(a) hereof6, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including or any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Information.through either Representative expressly for use in the Registration Statement (or any amendment thereto) or such Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto). (c)
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each U.S. Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the U.S. Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such U.S. Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the U.S. Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter Agent agrees, severally agrees but not jointly, to indemnify and hold harmless the Company, its directors, Company and each of its respective directors and officers who that signed the Registration Statement, Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act 1933 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a) 7.1 hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including ) or any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Preliminary Prospectus, the Pricing Disclosure Package Time of Sale Prospectus or the Prospectus (or any amendment or supplement thereto) or any applicable Permitted Free Writing Prospectus in reliance upon and in conformity with information furnished to the Underwriter InformationCompany by such Agent expressly for use in the Registration Statement (or any amendment thereto) or such Preliminary Prospectus, the Time of Sale Prospectus or the Prospectus (or any amendment or supplement thereto) or any applicable Permitted Free Writing Prospectus.
Appears in 1 contract
Samples: Distribution Agreement (Hartford Life Insurance Co)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statementdirectors and officers, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 17 ______________________________________________________________________________________________________________ 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally severally, but not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each The Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including the Rule 430B Information or any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectusPreliminary Prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by the Underwriter Informationexpressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in subsection (a) of this Section 7(a) hereof6, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each U.S. Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense whatsoever described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package U.S. prospectus or the U.S. Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such U.S. Underwriter Informationthrough the U.S. Representatives expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the U.S. Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: 1 (Pets Com Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally Mxxxxxx Lxxxx agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Underwriter InformationCompany by Mxxxxxx Lxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to including, without limitation, the Rule 430B, 430B Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430B Information, if any, or in any preliminary prospectus, the Statutory Prospectus, any Issuer Issuer-Represented Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representative expressly for use therein.
Appears in 1 contract
Samples: Underwriting Agreement (First Pactrust Bancorp Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its each Initial Guarantor, their respective directors, each of its their officers who signed the Registration Statement, and each person, if any, who controls the Company or any Initial Guarantor within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all losslosses, liabilityliabilities, claimclaims, damage damages and expense expenses described in the indemnity contained in Section 7(a) hereof6(a), as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information the Rule 430A Information and the Rule 434 Information deemed to be a part thereof pursuant to Rule 430Bthereof, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Merrill Lynch expressly fox xxx xn xxx Xegistration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Underwriting Agreement (Vectren Utility Holdings Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on untrue to un- true statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including ) or any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Underwriting Agreement (Wisconsin Electric Power Co)
Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement Statements (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430 Information, if applicable, or in any preliminary prospectus, the Base Prospectuses, any Issuer Free Writing Prospectus Supplement, the Prospectus, the Pricing General Disclosure Package or the any Issuer-Represented Free Writing Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 1 contract
Samples: Underwriting Agreement (TriState Capital Holdings, Inc.)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in any preliminary prospectusif any, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representative expressly for use in the Registration Statement (or any amendment thereto) or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally severally, and not jointly, agrees to indemnify and hold harmless the Company, its each of the Company’s directors, each of its the Company’s executive officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a8(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in reliance upon and in conformity with the Underwriter Information in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information).
Appears in 1 contract
Samples: Underwriting Agreement (Professional Holding Corp.)
Indemnification of Company, Directors and Officers. Each Underwriter severally severally, and not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430 Information, if applicable, or in the Base Prospectus, any preliminary prospectus, any Issuer Free Writing the Prospectus, the Pricing General Disclosure Package or the any Issuer-Represented Free Writing Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the written information furnished to the Company through the Representatives by or on behalf of that Underwriter specifically for use therein, which information the parties hereto agree is limited to the Underwriter Information.
Appears in 1 contract
Samples: Underwriting Agreement (Spirit of Texas Bancshares, Inc.)
Indemnification of Company, Directors and Officers. Each Underwriter severally severally, and not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, its affiliates and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a6(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430B Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Exxxxx Xxxxx expressly for use therein.
Appears in 1 contract
Samples: Purchase Agreement (Laclede Gas Co)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter InformationInformation provided by it.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the LLC and the Company, its managers and directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the LLC or the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Merrxxx Xxxcx xxxressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including the Rule 430B Information or any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectusPreliminary Prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationexpressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each U.S. -------------------------------------------------- Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment or supplement thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package U.S. prospectus or the U.S. Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such U.S. Underwriter Informationthrough the U.S. Representatives expressly for use in the Registration Statement (or any amendment or supplement thereto) or such preliminary prospectus or the U.S. Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Purchase Agreement (Opentv Corp)
Indemnification of Company, Directors and Officers. Each U.S. Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package U.S. prospectus or the U.S. Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such U.S. Underwriter Informationthrough the U.S. Representative(s) expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the U.S. Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Idec Pharmaceuticals Corp / De
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section SECTION 7(a) hereof, as incurred, but only with respect to, arising out of or based on untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.
Appears in 1 contract
Samples: Underwriting Agreement (Pacific Premier Bancorp Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a) hereofexpense, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Merrxxx Xxxcx xxxressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Purchase Agreement (Telocity Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Underwriter InformationCompany by such Underwriter, through Xxxxxxx Xxxxx, expressly for use in the Registration Statement (or any amendment thereto) or any preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, and the Selling Shareholders against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Merrill Lynch expressly xxx xxx xx xxe Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Purchase Agreement (Play by Play Toys & Novelties Inc)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the CompanyCompany and the Operating Partnership, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, and any officer, director, trustee, employee or affiliate thereof, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter -------------------------------------------------- severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange 1933 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package preliminary prospectus supplement or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by any Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus, preliminary prospectus supplement or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Purchase Agreement (Health Care Property Investors Inc)
Indemnification of Company, Directors and Officers. Each -------------------------------------------------- Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including ) or any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Wec Capital Trust Ii
Indemnification of Company, Directors and Officers. Each Underwriter Agent -------------------------------------------------- severally agrees to indemnify and hold harmless the Company, CIT, its directors, each of its officers who signed the Registration Statement, Statement and each person, if any, who controls the Company and/or CIT within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a8(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Underwriter InformationCompany and/or CIT by the Agents expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Cabot Industrial Properties Lp
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its the Company’s directors, each of its the Company’s officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense whatsoever described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430B Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by or on behalf of such Underwriter Informationthrough Xxxxxx Brothers expressly for use in the Registration Statement (or any amendment thereto) or any preliminary prospectus, Issuer Free Writing Prospectus or Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company and the Operating Partnership, each of the Company, its 's directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company or the Operating Partnership within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information the Rule 430A Information and the Rule 434 Information deemed to be a part thereof pursuant to Rule 430Bthereof, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company or the Operating Partnership by such Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Underwriting Agreement (Mills Corp)
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, Company and Yield LLC and their directors or managers and each officer of its officers the Company who signed the Registration Statement, and each person, if any, who controls the Company or Yield LLC within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) or any Marketing Materials in reliance upon and in conformity with the Underwriter Information.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each person named as a prospective director of the Company in the Registration Statement, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally The Placement Agent agrees to indemnify and hold harmless the CompanyCompany and the Operating Partnership, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, and any officer, director, trustee, employee or affiliate thereof, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Underwriter InformationCompany by the Placement Agent expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Keystone Property Trust
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430B Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representative expressly for use therein.
Appears in 1 contract
Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information and the Rule 434 Information, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Merrill Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).
Appears in 1 contract
Samples: Advanced Radio Telecom Corp
