Common use of Indemnification of Company Clause in Contracts

Indemnification of Company. In connection with any registered offering pursuant to Section 8.1 and 8.2 above, the Lender agrees to indemnify and hold harmless the Company and each of the officers and directors and agents of it and each other person, if any, who controls the Company within the meaning of Section 15 of the Securities Act against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by the Company under Section 8.6 hereof; provided, however, that such indemnification shall be limited to statements or omissions, if any, made (or in settlement of any litigation effected with the written consent of the Lender alleged to have been made) in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any application or other document in reliance upon, and in conformity with, written information furnished in respect of the Lender, by or on behalf of the Lender expressly for use in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or in any such application or other document. In case any action shall be brought against the Company, or any other person so indemnified based on any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any such application or other documents, in respect of which indemnity may be sought against the Lender, it shall have the rights and duties given to the Company, and each other person so indemnified shall have the rights and duties given to the Lender, by the provisions of Section 8.6(c) hereof. The Company agrees to notify the Lender promptly after the assertion of any claim against the Company in connection with the sale of securities covered by this Agreement.

Indemnification of Company. In connection with Each Holder participating in any registered offering pursuant to Section 8.1 and 8.2 above, the Lender 12.1 or 12.2 above agrees to indemnify and hold harmless the Company and each of the officers and directors and agents of it and each other person, if any, who controls the Company within the meaning of Section 15 of the Securities Act against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by the Company under Section 8.6 12.6 hereof; provided, however, that such indemnification shall be limited to statements or omissions, if any, made (or in settlement of any litigation effected with the written consent of the Lender Holder alleged to have been made) in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any application or other document in reliance upon, and in conformity with, written information furnished in respect of the LenderHolder, by or on behalf of the Lender Holder expressly for use in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or in any such application or other document. In case any action shall be brought against the Company, or any other person so indemnified based on any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any such application or other documents, in respect of which indemnity may be sought against the Lendera Holder, it shall have the rights and duties given to the Company, and each other person so indemnified shall have the rights and duties dudes given to the Lendera Holder, by the provisions of Section 8.6(c12.6(c) hereof. The Company agrees to notify the Lender Holder promptly after the assertion of any claim against the Company in connection with the sale of securities covered by this AgreementWarrant.

Indemnification of Company. In connection with any registered offering pursuant Agent agrees, in the same manner and to the same extent as set forth in Section 8.1 and 8.2 6.1 above, the Lender agrees to indemnify and hold harmless the Company Company, and each of the officers Company's and directors Company's employees, accountants, attorneys, and agents of it and each other person, if any, who controls (the Company within "COMPANY'S INDEMNITEES") with respect to (a) any statement in or omission from the meaning of Section 15 of the Securities Act against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by the Company under Section 8.6 hereof; provided, however, that such indemnification shall be limited to statements or omissions, if any, made (or in settlement of any litigation effected with the written consent of the Lender alleged to have been made) in any preliminary prospectus, the registration statement or prospectus Offering Documents or any amendment or supplement thereof thereto or any application or other document filed in any state or jurisdiction in order to qualify the Securities under the Blue Sky or securities laws thereof, or any information furnished pursuant to Section 2.2 hereof, if such statement or omission was made in reliance upon, and in conformity with, written upon information furnished in respect of writing to the Lender, Company by or Agent on its behalf of the Lender expressly specifically for use in any preliminary prospectus, connection with the registration statement or prospectus or any amendment preparation thereof or supplement thereof thereto, or (b) any untrue statement of a material fact made by Agent or its agents not based on statements in any such application the Offering Documents or other document. In case any action shall be brought against authorized in writing by the Company, or with respect to any other person so indemnified misleading statement made by Agent or its agents resulting from the omission of material facts which misleading statement is not based on upon the Offering Documents, or information furnished in writing by the Company or, (c) any preliminary prospectusbreach of any representation, warranty, or covenant made by Agent in this Agreement. Agent's liability hereunder shall be limited to the registration statement or prospectus or any amendment or supplement thereof or amount received by it for acting as Agent in connection with the Offerings. Agent shall not be liable for amounts paid in settlement of any such application or other documents, litigation if such settlement was effected without its consent. In case of the commencement of any action in respect of which indemnity may be sought against from Agent, the Lender, it Company's Indemnitees shall have the rights same obligation to give notice as set forth in Section 6.1 above, subject to the same loss of indemnity in the event such notice is not given, and duties given Agent shall have the same right to participate in (and, to the extent that it shall wish, to direct) the defense of such action at its own expense, but such defense shall be conducted by counsel of recognized standing reasonably satisfactory to the Company, and each other person so indemnified shall have the rights and duties given to the Lender, by the provisions of Section 8.6(c) hereof. The Company Agent agrees to notify the Lender promptly after Company's Indemnitees and, at their request, to provide copies of all pleadings therein and to permit the assertion Company's Indemnitees to be observers therein and apprise them of any claim against all the Company in connection with the sale of securities covered by this Agreementdevelopments therein, all at Agent's expense.

Indemnification of Company. In connection with The Board in any registered offering pursuant to Section 8.1 and 8.2 above, the Lender Sections 14.1 or 14.2 above agrees to indemnify and hold harmless the Company and each of the officers and directors and agents of it and each other person, if any, who controls the Company within the meaning of Section 15 of the Securities Act against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by the Company under Section 8.6 14.6 hereof; provided, however, that such indemnification shall be limited to statements or omissions, if any, made (or in settlement of any litigation effected with the written consent of the Lender Board alleged to have been made) in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any application or other document in reliance upon, and in conformity with, written information furnished in respect of the LenderBoard, by or on behalf of the Lender Board expressly for use in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or in any such application or other document. In case any action shall be brought against the Company, or any other person so indemnified based on any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any such application or other documents, in respect of which indemnity may be sought against the LenderBoard, it shall have the rights and duties given to the Company, and each other person so indemnified shall have the rights and duties given to the LenderBoard, by the provisions of Section 8.6(c14.6(c) hereof. The Company agrees to notify the Lender Board promptly after the assertion of any claim against the Company in connection with the sale of securities covered by this AgreementWarrant.

Indemnification of Company. In connection with any registered offering pursuant to Section 8.1 Each Participating Investor severally and 8.2 above, the Lender individually agrees to indemnify and hold harmless the Company Company, each underwriter for the offering, and each of the their officers and directors and agents of it and each other person, if any, who controls the Company within the meaning of Section 15 of the Securities Act (hereinafter collectively referred to as "Investor Indemnified Parties" and individually referred to as an "Investor Indemnified Party") against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by the Company under Section 8.6 hereof9.9; providedProvided, howeverHowever, that such indemnification by such Participating Investors hereunder shall be limited to statements or omissions, if any, made (or in settlement of any litigation effected with the written consent of the Lender such Participating Investors, alleged to have been made) in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any application or other document in reliance upon, and in conformity with, written information furnished in respect of the Lender, such Participating Investors by or on behalf of the Lender such Participating Investors expressly for use in any such preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or in any such application or other documentdocument or arising out of any action or inaction of such Participating Investors in implementing such registered offering. In case any action shall be brought against the Company, or any other person so indemnified based on any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any such application or other documentsInvestor Indemnified Party, in respect of which indemnity may be sought against the Lenderany Participating Investors, it such Participating Investors shall have the rights and duties given to the Company, and the Company and each other person so indemnified Investor Indemnified Party shall have the rights and duties given to the LenderParticipating Investors, by the provisions of Section 8.6(c9.9(c) hereof. The Company Investor Indemnified Party agrees to notify the Lender Participating Investors promptly after the assertion of any claim against the Company Investor Indemnified Party in connection with the sale of securities covered by this Agreementthe Registrable Securities.

Indemnification of Company. In connection with Each Holder participating in any -------------------------- registered offering pursuant to Section 8.1 and 8.2 above, the Lender 12.1 or 12.2 above agrees to indemnify and hold harmless the Company and each of the officers and directors and agents of it and each other person, if any, who controls the Company within the meaning of Section 15 of the Securities Act against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by the Company under Section 8.6 12.6 hereof; provided, however, that such indemnification shall be limited to statements or omissions, if any, made (or in settlement of any litigation effected with the written consent of the Lender Holder alleged to have been made) in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any application or other document in reliance upon, and in conformity with, written information furnished in respect of the LenderHolder, by or on behalf of the Lender Holder expressly for use in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or in any such application or other document. In case any action shall be brought against the Company, or any other person so indemnified based on any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any such application or other documents, in respect of which indemnity may be sought against the Lendera Holder, it shall have the rights and duties given to the Company, and each other person so indemnified shall have the rights and duties given to the Lendera Holder, by the provisions of Section 8.6(c12.6(c) hereof. The Company agrees to notify the Lender Holder promptly after the assertion of any claim against the Company in connection with the sale of securities covered by this AgreementWarrant.

Indemnification of Company. In connection with Each Holder participating in any registered offering pursuant to Section 8.1 and 8.2 above, the Lender 12.1 or 12.2 above agrees to indemnify and hold harmless the Company and each of the officers and directors and agents of it and each other person, if any, who controls the Company within the meaning of Section 15 of the Securities Act against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by the Company under Section 8.6 12.6 hereof; provided, however, that such indemnification shall be limited to statements or omissions, if any, made (or in settlement of any litigation effected with the written consent of the Lender Holder alleged to have been made) in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any application or other document in reliance upon, and in conformity with, written information furnished in respect of the LenderHolder, by or on behalf of the Lender Holder expressly for use in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or in any such application or other document. In case any action shall be brought against the Company, or any other person so indemnified based on any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any such application or other documents, in respect of which indemnity may be sought against the Lendera Holder, it shall have the rights and duties dudes given to the Company, and each other person so indemnified shall have the rights and duties given to the Lendera Holder, by the provisions of Section 8.6(c12.6(c) hereof. The Company agrees to notify the Lender Holder promptly after the assertion of any claim against the Company in connection with the sale of securities covered by this AgreementWarrant.

Indemnification of Company. In connection with any registered offering pursuant to Section 8.1 Each Participating Investor severally and 8.2 above, the Lender individually agrees to indemnify and hold harmless the Company Company, each underwriter for the offering, and each of the their officers and directors and agents of it and each other person, if any, who controls the Company within the meaning of Section 15 of the Securities Act (hereinafter collectively referred to as "Investor Indemnified Parties" and individually referred to as an "Investor Indemnified Party") against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by the Company under Section 8.6 hereof9.9; provided, however, that such indemnification by such Participating Investors hereunder shall be limited to statements or omissions, if any, made (or in settlement of any litigation effected with the written consent of the Lender such Participating Investors, alleged to have been made) in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any application or other document in reliance upon, and in conformity with, written information furnished in respect of the Lender, such Participating Investors by or on behalf of the Lender such Participating Investors expressly for use in any such preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or in any such application or other documentdocument or arising out of any action or inaction of such Participating Investors in implementing such registered offering. In case any action shall be brought against the Company, or any other person so indemnified based on any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any such application or other documentsInvestor Indemnified Party, in respect of which indemnity may be sought against the Lenderany Participating Investors, it such Participating Investors shall have the rights and duties given to the Company, and the Company and each other person so indemnified Investor Indemnified Party shall have the rights and duties given to the LenderParticipating Investors, by the provisions of Section 8.6(c9.9(c) hereof. The Company Investor Indemnified Party agrees to notify the Lender Participating Investors promptly after the assertion of any claim against the Company Investor Indemnified Party in connection with the sale of securities covered by this Agreementthe Registrable Securities. Section 9.11.

Indemnification of Company. In connection with any registered offering pursuant Underwriter, to Section 8.1 and 8.2 abovethe extent of the net commission received by it from the sale of Shares but to no greater amount, the Lender agrees to indemnify and hold harmless the Company Company, the Advisor and each person who has been, is, or may hereafter be a director, officer, employee, partner, shareholder or control person of the officers Company or the Advisor, against any loss, damage or expense (including the reasonable costs of investigation) reasonably incurred by any of them in connection with any claim or in connection with any action, suit or proceeding to which any of them may be a party, which arises out of or is alleged to arise out of or is based upon any untrue statement or alleged untrue statement of a material fact, or the omission or alleged omission to state a material fact necessary to make the statements not misleading, on the part of Underwriter or any agent or employee of Underwriter or any other person for whose acts Underwriter is responsible, unless such statement or omission was made in reliance upon written information furnished by the Company or the Advisor. Underwriter likewise, to the extent of the net commission received by it from the sale of Shares but to no greater amount, agrees to indemnify and directors and agents of it hold harmless the Company, the Advisor and each other personsuch person in connection with any claim or in connection with any action, suit or proceeding which arises out of or is alleged to arise out of Underwriter's failure to exercise reasonable care and diligence with respect to its services, if any, who controls rendered in connection with investment, reinvestment, automatic withdrawal and other plans for Shares. The term "expenses" for purposes of this and the Company within the meaning next paragraph includes amounts paid in satisfaction of Section 15 judgments or in settlements which are made with Underwriter's consent. The foregoing rights of the Securities Act against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by the Company under Section 8.6 hereof; provided, however, that such indemnification shall be limited in addition to statements or omissions, if any, made (or in settlement of any litigation effected with the written consent of the Lender alleged other rights to have been made) in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any application or other document in reliance upon, and in conformity with, written information furnished in respect of the Lender, by or on behalf of the Lender expressly for use in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or in any such application or other document. In case any action shall be brought against which the Company, the Advisor or any other each such person so indemnified based on any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any such application or other documents, in respect of which indemnity may be sought against the Lender, it shall have the rights and duties given to the Company, and each other person so indemnified shall have the rights and duties given to the Lender, by the provisions entitled as a matter of Section 8.6(c) hereof. The Company agrees to notify the Lender promptly after the assertion of any claim against the Company in connection with the sale of securities covered by this Agreementlaw.

Indemnification of Company. In connection with any registered -------------------------- offering pursuant to Section 8.1 and 8.2 3.1 above, the Lender Holder agrees to indemnify and hold harmless the Company and each of the officers and directors and agents of it and each other person, if any, who controls the Company within the meaning of Section 15 of the Securities Act against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by the Company under Section 8.6 3.5 hereof; provided, however, that such indemnification shall be limited to statements or omissions, if any, made (or in settlement of any litigation effected with the written consent of the Lender Holder alleged to have been made) in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any application or other document in reliance upon, and in conformity with, written information furnished in respect of the LenderHolder, by or on behalf of the Lender Holder expressly for use in any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or in any such application or other document. In case any action shall be brought against the Company, or any other person so indemnified based on any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any such application or other documents, in respect of which indemnity may be sought against the LenderHolder, it shall have the rights and duties given to the Company, and each other person so indemnified shall have the rights and duties given to the LenderHolder, by the provisions of Section 8.6(c3.5(c) hereof. The Company agrees to notify the Lender Holder promptly after the assertion of any claim against the Company in connection with the sale of securities covered by this Agreement.

Indemnification of Company. In connection with any registered offering pursuant to Section 8.1 and 8.2 above, the Lender agrees to Each Underwriter will indemnify and hold harmless the Company and each of the officers and directors and agents of it and each other person, if any, who controls the Company within the meaning of Section 15 of the Securities Act against any and all such losses, liabilities, claims, damages and expenses as are indemnified against by or liabilities to which the Company may become subject, under Section 8.6 hereof; providedthe Act or otherwise, howeverinsofar as such losses, that such indemnification shall be limited to statements claims, damages or omissions, if any, made liabilities (or actions in settlement respect thereof) arise out of any litigation effected with the written consent or are based upon an untrue statement or alleged untrue statement of the Lender alleged to have been made) a material fact contained in any preliminary prospectusPreliminary Prospectus, the registration statement Registration Statement, the Prospectus as amended or supplemented and any other prospectus relating to the Underwritten Securities, or any amendment or supplement thereof thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in any Preliminary Prospectus, the Registration Statement, the Prospectus as amended or supplemented and any other prospectus relating to the Underwritten Securities, or any application such amendment or other document supplement in reliance upon, upon and in conformity with, with written information furnished in respect of to the Lender, Company by or on behalf of the Lender such Underwriter expressly for use in therein; and will reimburse the Company for any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or in any such application legal or other document. In case any action shall be brought against the Company, or any other person so indemnified based on any preliminary prospectus, the registration statement or prospectus or any amendment or supplement thereof or any such application or other documents, in respect of which indemnity may be sought against the Lender, it shall have the rights and duties given to the Company, and each other person so indemnified shall have the rights and duties given to the Lender, expenses reasonably incurred by the provisions of Section 8.6(c) hereof. The Company agrees to notify the Lender promptly after the assertion of any claim against the Company in connection with the sale of securities covered by this Agreementinvestigating or defending any such action or claim.