Common use of Indemnification of the Company Clause in Contracts

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter in the “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting”.

Appears in 4 contracts

Samples: Bluebird Bio, Inc., Bluebird Bio, Inc., Bluebird Bio, Inc.

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Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraphseventh, in each case thirteenth, fourteenth and sixteenth paragraphs under the caption “Underwriting”.

Appears in 4 contracts

Samples: Agios Pharmaceuticals Inc, Agios Pharmaceuticals Inc, Agios Pharmaceuticals Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraphthird paragraph under the caption “Underwriting”, the information relating to stabilizing transactions appearing contained in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case fourteenth paragraph under the caption “Underwriting”.

Appears in 3 contracts

Samples: Underwriting Agreement (Atara Biotherapeutics, Inc.), Atara Biotherapeutics, Inc., Atara Biotherapeutics, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show “issuer information” filed or required to be filed pursuant to Rule 433(d) under the Securities Act, any Road Show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has been subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter in the “Underwriting” section of the Prospectusfollowing: (i) the concession figure appearing in the fifth paragraph, first sentence of the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case first paragraph under the caption “UnderwritingUnderwriting – Commissions and Discounts,” (ii) the second sentence of the first paragraph under the caption “Underwriting – Commissions and Discounts” and (iii) the first paragraph with respect to stabilization activities under the caption “Underwriting – Price Stabilization, Short Positions and Penalty Bids..

Appears in 3 contracts

Samples: Underwriting Agreement (MPT Operating Partnership, L.P.), Underwriting Agreement (Medical Properties Trust Inc), Underwriting Agreement (MPT Operating Partnership, L.P.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter in the “Underwriting” section of the Prospectus: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth “Commissions and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case Discounts” paragraph under the caption “Underwriting; Conflicts of interest” and the first, second and third paragraphs appearing under the caption “Underwriting (Conflicts of Interest)—Stabilization and Short Positions..

Appears in 3 contracts

Samples: Underwriting Agreement (Callon Petroleum Co), Acquisition Agreement (Callon Petroleum Co), Underwriting Agreement (Callon Petroleum Co)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, third paragraph under the caption “Underwriting”; the information relating to stabilizing transactions appearing contained in the tenth seventh paragraph under the caption “Underwriting”; the information contained in the thirteenth, fourteenth, fifteenth and twelfth sixteenth paragraphs concerning stabilizing transactions, short sales and passive market making under the caption “Underwriting”; and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case last sentence of the twenty-first paragraph under the caption “Underwriting”.

Appears in 3 contracts

Samples: Underwriting Agreement (GenMark Diagnostics, Inc.), Ziopharm Oncology Inc, Ziopharm Oncology Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting..

Appears in 3 contracts

Samples: Coherus BioSciences, Inc., Coherus BioSciences, Inc., Coherus BioSciences, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, any preliminary prospectus, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in Underwriter: the “Underwriting” section names of the Prospectus: the concession figure appearing in the fifth paragraphUnderwriters, the information relating to stabilizing transactions appearing in the tenth third, eighth and twelfth ninth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting”.

Appears in 3 contracts

Samples: Retail Properties of America, Inc., Retail Properties of America, Inc., Retail Properties of America, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraphthird paragraph under the caption “Underwriting”, the information relating to stabilizing transactions appearing contained in the tenth and twelfth paragraphs eleventh, twelfth, fourteenth and the information regarding electronic and internet distribution appearing in second sentence of the fifteenth paragraph, in each case paragraph under the caption “Underwriting”.

Appears in 3 contracts

Samples: Underwriting Agreement (Ignyta, Inc.), Underwriting Agreement (Ignyta, Inc.), Underwriting Agreement (Ignyta, Inc.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth fourth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragrapheighth paragraph and the information relating to stabilizing transactions appearing in the eleventh through fourteenth paragraphs, in each case under the caption “Underwriting”.

Appears in 3 contracts

Samples: Sage Therapeutics, Inc., Sage Therapeutics, Inc., Sage Therapeutics, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the eighteenth paragraph under the caption “Underwriting..

Appears in 3 contracts

Samples: Underwriting Agreement (Surgery Partners, Inc.), Surgery Partners, Inc., Surgery Partners, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of and the Prospectus: the concession figure appearing information contained in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case paragraph under the caption “Underwriting”.

Appears in 2 contracts

Samples: Nuvalent, Inc., Nuvalent, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraphthird paragraph under the caption “Underwriting”, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragrapheighth, in each case fifteenth, sixteenth and eighteenth paragraphs under the caption “Underwriting”.

Appears in 2 contracts

Samples: MyoKardia Inc, MyoKardia Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package Time of Sale Prospectus (including any Pricing Disclosure Package Time of Sale Prospectus that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, third paragraph under the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs caption “Underwriting and the information regarding electronic and internet distribution appearing in the fifteenth paragraphtwelfth, in each case thirteenth and fourteenth paragraphs under the caption “Underwriting..

Appears in 2 contracts

Samples: Underwriting Agreement (Axovant Sciences Ltd.), Underwriting Agreement (Axovant Sciences Ltd.)

Indemnification of the Company. Each Underwriter Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in the Registration StatementPreliminary Offering Memorandum, any of the Prospectus other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Written Communication, any road show or the Offering Memorandum (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter Initial Purchaser consists of the following information in the section entitled “Plan of Distribution” in the Offering Memorandum furnished on behalf of each Underwriter Initial Purchaser: the information contained in (x) the second paragraph relating to the placement of the Securities and the offering price to investors and (y) the fourth and fifth sentences relating to market making in the “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth third paragraph, in each case case, under the caption “UnderwritingNew Issue of Notes” and the information contained in the first paragraph under the caption “Price Stabilization and Short Positions; Repurchase of Common Stock..

Appears in 2 contracts

Samples: Purchase Agreement (Palo Alto Networks Inc), Palo Alto Networks Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in Underwriter: (i) the “Underwriting” section first and second sentences of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph of text under the caption “Underwriting” concerning the terms of the offering of the Underwritten Shares, including the concession and reallowance to certain dealers and (ii) the thirteenth and fourteenth paragraphs under the caption “Underwriting,” regarding stabilizing transactions.

Appears in 2 contracts

Samples: Warner Chilcott LTD, Warner Chilcott LTD

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing stabilizing transactions contained in the fifteenth paragraph, in each case twelfth and thirteenth paragraphs under the caption “Underwriting”.

Appears in 2 contracts

Samples: Costar Group Inc, Costar Group Inc

Indemnification of the Company. Each Underwriter Remarketing Agent agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement officers, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter Remarketing Agent furnished to the Company in writing by such Underwriter Remarketing Agent through the Representatives expressly for use in the Registration Statement, the Final Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing General Disclosure Package (including any Pricing General Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter Remarketing Agent consists of the following information in the Final Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusRemarketing Agent: [the concession figure appearing in the fifth paragraph, first sentence of the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the description of market making activities contained in the twelfth and thirteenth paragraphs under the caption “Underwriting..]

Appears in 2 contracts

Samples: Purchase Contract and Pledge Agreement (South Jersey Industries Inc), Purchase Contract and Pledge Agreement (South Jersey Industries Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the [third paragraph under the caption “Underwriting” section of and the Prospectus: the concession figure appearing information contained in the fifth seventh paragraph, the information relating to stabilizing transactions appearing in twelfth paragraph, the tenth and twelfth paragraphs thirteenth paragraph, the last sentence of the third paragraph and the information regarding electronic and internet distribution appearing in last two sentences of the fifteenth paragraph, in each case fourteenth] paragraph under the caption “Underwriting”.

Appears in 2 contracts

Samples: Five9, Inc., Five9, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the twelfth paragraph under the caption “Underwriting.

Appears in 2 contracts

Samples: Invitae Corp, Invitae Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the fourteenth paragraph relating to stabilizing transactions under the caption “Underwriting..

Appears in 2 contracts

Samples: Deciphera Pharmaceuticals, Inc., Deciphera Pharmaceuticals, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) aboveAct, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “UnderwritingUnderwriting (conflicts of interest)” and the information contained in the twelfth and thirteenth paragraphs under the caption “Underwriting (conflicts of interest)”.

Appears in 2 contracts

Samples: Underwriting Agreement (Nine Energy Service, Inc.), Nine Energy Service, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities (including, without limitation, reasonable and documented out-of-pocket legal fees and other expenses incurred in connection with any suit, action or proceeding or any claim asserted, as such fees and expenses are incurred) that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraphthird paragraph under the caption “Underwriting”, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case and sixteenth paragraph under the caption “Underwriting”.

Appears in 2 contracts

Samples: Underwriting Agreement (Edgewise Therapeutics, Inc.), Underwriting Agreement (Edgewise Therapeutics, Inc.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the twelfth paragraph under the caption “Underwriting.

Appears in 2 contracts

Samples: Invitae Corp, Invitae Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting,” the information contained in the thirteenth and fourteenth paragraphs under the caption “Underwriting” relating to price stabilization, short positions and penalty bids and the information contained in the sixteenth paragraph under the caption “Underwriting” relating to passive market making.

Appears in 2 contracts

Samples: RAPT Therapeutics, Inc., RAPT Therapeutics, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth fourth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth eighth paragraph, the information contained in the seventeenth paragraph describing passive market making, in each case under the caption “Underwriting”.

Appears in 2 contracts

Samples: Alnylam Pharmaceuticals, Inc., Alnylam Pharmaceuticals, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: (i) the concession figure figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting”; and (ii) the information referring to stabilizing transactions and passive market making contained in the thirteenth, fourteenth, fifteenth and sixteenth paragraphs under the caption “Underwriting.

Appears in 2 contracts

Samples: Ariad Pharmaceuticals Inc, Ariad Pharmaceuticals Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such any Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraphthird paragraph under the caption “Underwriting”, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case fourth and fifth paragraphs under the caption “Underwriting”.

Appears in 2 contracts

Samples: Underwriting Agreement (Novavax Inc), Underwriting Agreement (Novavax Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs under the caption “Underwriting” relating to stabilization transactions.

Appears in 2 contracts

Samples: Underwriting Agreement (Array Biopharma Inc), Array Biopharma Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the fourteenth and fifteenth paragraphs under the caption “Underwriting..

Appears in 2 contracts

Samples: Presidio, Inc., Presidio, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraphthird paragraph under the caption “Underwriting”, the information relating to stabilizing transactions appearing contained in the tenth and twelfth paragraphs twelfth, thirteenth, fifteenth and the information regarding electronic and internet distribution appearing in second sentence of the fifteenth paragraph, in each case sixteenth paragraph under the caption “Underwriting”.

Appears in 2 contracts

Samples: Underwriting Agreement (Accelerate Diagnostics, Inc), Underwriting Agreement (Accelerate Diagnostics, Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any otherwise in the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in Underwriter: the “Underwriting” section third, the last sentence of the Prospectus: the concession figure appearing in the fifth paragraphfourth, the information relating to stabilizing transactions appearing in seventh, the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case thirteenth paragraphs under the caption “Underwriting..

Appears in 1 contract

Samples: Underwriting Agreement (Dorian LPG Ltd.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) aboveAct, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package [(including any Pricing Disclosure Package that has subsequently been amended)], it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case paragraph under the caption “Underwriting” and contained in the paragraph under the caption “Underwriting..

Appears in 1 contract

Samples: CDW Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Preliminary Prospectus and Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the thirteenth and fourteenth paragraphs (each relating to stabilization) under the caption “Underwriting..

Appears in 1 contract

Samples: Avanir Pharmaceuticals, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show Marketing Materials or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, and the information relating to stabilizing transactions, penalty bids and syndicate covering transactions appearing contained in the tenth eighteenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case nineteenth paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: Underwriting Agreement (Granite Point Mortgage Trust Inc.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: (i) the concession figure figures appearing in the fifth paragraph, first sentence of the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting,” (ii) the second and third sentences of the third paragraph under the caption “Underwriting,” (iii) the seventh, twelfth and thirteenth paragraphs under the caption “Underwriting” and (iv) the second and third sentences of the fourteenth paragraph under the caption “Underwriting..

Appears in 1 contract

Samples: Underwriting Agreement (Medical Properties Trust Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the fifteenth paragraph under the caption “Underwriting..

Appears in 1 contract

Samples: Underwriting Agreement (Biocryst Pharmaceuticals Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: Navistar International Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement officers, its affiliates, its employees 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in fourth paragraph and the fifth seventh paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting..

Appears in 1 contract

Samples: Atmos Energy Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the thirteenth paragraph relating to stabilizing transactions under the caption “Underwriting..

Appears in 1 contract

Samples: Deciphera Pharmaceuticals, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show “issuer information” filed or required to be filed pursuant to Rule 433(d) under the Securities Act, any Road Show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has been subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter in the “Underwriting” section of the Prospectusfollowing: (i) the concession figure appearing in the fifth paragraph, first sentence of the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case first paragraph under the caption “UnderwritingUnderwriting – Commissions and Discounts,” (ii) the second sentence of the first paragraph under the caption “Underwriting – Commissions and Discounts,” and (iii) the second and third paragraphs with respect to stabilization activities under the caption “Underwriting – Price Stabilization, Short Positions and Penalty Bids”.

Appears in 1 contract

Samples: Underwriting Agreement (MPT Operating Partnership, L.P.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its each of the Guarantors, each of their respective directors, its each of their respective officers who signed the Registration Statement and each person, if any, who controls the Company or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the first two sentences of the ninth paragraph, the tenth paragraph and the eleventh paragraph under the caption “Underwriting..

Appears in 1 contract

Samples: M I Homes Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package Time of Sale Information (including any Pricing Disclosure Package Time of Sale Information that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the fifteenth paragraph describing passive market making under the caption “Underwriting..

Appears in 1 contract

Samples: Rights Agreement (Amag Pharmaceuticals Inc.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure figures appearing in the fifth paragraph, third paragraph under the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs caption “Underwriting (Conflicts of Interest)” and the information regarding electronic and internet distribution appearing contained in the fifteenth sixteenth paragraph, in each case seventeenth paragraph and nineteenth paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: Itron, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) aboveof this Section 7, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs third paragraph and the information regarding electronic and internet distribution appearing stabilizing transactions contained in the fifteenth paragrapheleventh and twelfth paragraphs, in each case under the caption “Underwriting” relating to the Shares.

Appears in 1 contract

Samples: Fiat Chrysler Automobiles N.V.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities (including, without limitation, reasonable and documented legal fees and other expenses reasonably incurred in connection with any suit, action or proceeding or any claim asserted, as such fees and expenses are incurred) that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the [thirteenth and fourteenth] paragraphs under the caption “Underwriting..

Appears in 1 contract

Samples: Molecular Partners Ag

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraphthird, the information relating to stabilizing transactions appearing in the tenth sixteenth and twelfth seventeenth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting..

Appears in 1 contract

Samples: Asbury Automotive Group Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information describing passive market making activities and stabilization contained in the first, third, fourth and fifth sentences in the fourteenth paragraph beginning with the words “In connection with this offering” and the fifteenth paragraph beginning with the words “The underwriters have advised us” under the caption “Underwriting..

Appears in 1 contract

Samples: Prime Medicine, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: (i) the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of and (ii) the Prospectus: the concession figure appearing information contained in the fifth paragrapheleventh, the information relating to stabilizing transactions appearing in the tenth twelfth, thirteenth and twelfth fourteenth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting”.

Appears in 1 contract

Samples: Almost Family Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers, the Forward Purchaser, the Forward Seller and each of the officers who signed and directors of the Registration Statement Forward Purchaser and the Forward Seller, and each person, if any, who controls the Company Company, the Forward Purchaser or the Forward Seller within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, first sentence of the information relating to stabilizing transactions appearing third paragraph under the section “Underwriting (Conflicts of Interest)” and the description of market making activities contained in the tenth second and twelfth third paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption section UnderwritingUnderwriting (Conflicts of Interest) – Price Stabilization and Short Positions..

Appears in 1 contract

Samples: South Jersey (South Jersey Industries Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its each of the Guarantors, each of their respective directors, its each of their respective officers who signed the Registration Statement and each person, if any, who controls the Company or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section and the information contained in the first two sentences of the Prospectus: the concession figure appearing in the fifth ninth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs paragraph and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case eleventh paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: M I Homes Inc

Indemnification of the Company. Each Underwriter Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, caused by any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any reference to information relating to such Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in the Registration StatementPreliminary Offering Memorandum, any of the Prospectus other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Written Communication, any road show or the Offering Memorandum (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter Initial Purchaser consists of the following information in the Offering Memorandum furnished on behalf of each Underwriter Initial Purchaser: the information contained in the “Underwriting” section fourth and fifth sentences of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “UnderwritingPlan of distribution—New issue of notes” and the first paragraph under the caption “Plan of distribution—Price stabilization and short positions; repurchase of common shares..

Appears in 1 contract

Samples: Gogo Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case and sixteenth paragraphs under the caption “Underwriting”.

Appears in 1 contract

Samples: Letter Agreement (Tg Therapeutics, Inc.)

Indemnification of the Company. Each Underwriter Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in the Registration StatementPreliminary Offering Memorandum, any of the Prospectus other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Written Communication, any road show or the Offering Memorandum (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter Initial Purchaser consists of the following information in the Offering Memorandum furnished on behalf of each Underwriter in Initial Purchaser: the “Underwriting” section fourth sentence of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “UnderwritingPlan of Distribution—New issue or notes” and the first paragraph under the caption “Plan of Distribution—Price stabilization and short positions; repurchase of common stock..

Appears in 1 contract

Samples: Purchase Agreement (Ironwood Pharmaceuticals Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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, to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “UnderwritingUnderwriting (conflicts of interest),” and the information contained in the fourth paragraph under the caption “Underwriting (conflicts of interest)” and the first and second paragraphs and the last two sentences in the third paragraph under the caption “Underwriting (conflicts of interest)—Price stabilization and short positions..

Appears in 1 contract

Samples: Cubic Corp /De/

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case twelfth and thirteenth paragraphs under the caption “Underwriting”.

Appears in 1 contract

Samples: Bill Barrett Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, Prospectus any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, third paragraph under the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs caption "Underwriting" and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case paragraph under the caption "Underwriting."

Appears in 1 contract

Samples: Pinnacle Financial Partners Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting”, the first and second sentence of the third paragraph; the seventh paragraph; the twelfth paragraph; and the fourth paragraph under the subheading “Other Relationships”.

Appears in 1 contract

Samples: Underwriting Agreement (Colfax CORP)

Indemnification of the Company. Each Underwriter Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in the Registration StatementPreliminary Offering Memorandum, any of the Prospectus other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Written Communication, any road show or the Offering Memorandum (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter Initial Purchaser consists of the following information in the section entitled “Plan of Distribution” in the Offering Memorandum furnished on behalf of each Underwriter Initial Purchaser: the information contained in (x) the second paragraph relating to the placement of the Securities and the offering price to investors and (y) the fourth and fifth sentences relating to market making in the “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth third paragraph, in each case case, under the caption “UnderwritingNew issue of notes” and the information contained in the first paragraph under the caption “Price stabilization and short positions; repurchase of common stock..

Appears in 1 contract

Samples: Purchase Agreement (Palo Alto Networks Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the eleventh, twelfth and thirteenth paragraphs under the caption “Underwriting.

Appears in 1 contract

Samples: SJW Group

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement officers, its affiliates, its employees 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, and the information relating to stabilizing transactions concession and reallowance figures appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting”.

Appears in 1 contract

Samples: Atmos Energy Corp

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Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting”, the information contained in the seventh, twelfth, thirteenth and fifteenth paragraphs under the caption “Underwriting.

Appears in 1 contract

Samples: Underwriting Agreement (Syros Pharmaceuticals, Inc.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting..

Appears in 1 contract

Samples: Biocryst Pharmaceuticals Inc

Indemnification of the Company. Each Underwriter Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a‎(a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in the Registration StatementPreliminary Offering Memorandum, any of the Prospectus other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Written Communication, any road show or the Offering Memorandum (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter Initial Purchaser consists of the following information in the section entitled “Plan of Distribution” in the Offering Memorandum furnished on behalf of each Underwriter Initial Purchaser: the information contained in (x) the fourth and fifth sentences relating to market making in the “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “UnderwritingNew issue of notes” and (y) the first paragraph under the caption “Price stabilization and short positions; repurchase of common stock”.

Appears in 1 contract

Samples: Marcus Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, third paragraph under the caption “Underwriting,” the information relating to stabilizing transactions appearing contained in the tenth second last sentence of the third paragraph and the information contained in the seventh, twelfth and thirteenth paragraphs and the information regarding electronic and internet distribution appearing in last two sentences of the fifteenth paragraph, in each case fourteenth paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: ChemoCentryx, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the eighth, fifteenth paragraph, in each case and sixteenth paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: Dova Pharmaceuticals, Inc.

Indemnification of the Company. Each Underwriter agreesInitial Purchaser, severally and not jointly, agrees to indemnify and hold harmless the Company, its directors, its directors and 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representatives Representative expressly for use in the Registration StatementPreliminary Offering Memorandum, any of the Prospectus other Time of Sale Information, any Issuer Written Communication or the Final Offering Memorandum (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter paragraphs in the Preliminary Offering Memorandum and the Final Offering Memorandum: (i) the first paragraph under the subcaption Underwriting” section Commissions and Discounts”, (ii) the third and fourth sentences of the Prospectus: first paragraph under the concession figure appearing in subcaption “New Issue of Notes” and (iii) the fifth paragraph, three paragraphs under the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraphsubcaption “Short Positions”, in each case under the caption “Underwriting”Plan of Distribution” in the Time of Sale Information and the Final Offering Memorandum.

Appears in 1 contract

Samples: Northern Oil & Gas, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter Underwriters furnished to the Company in writing by such Underwriter Underwriters through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show Prospectus or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter Underwriters consists of the following information in the Prospectus furnished on behalf of each Underwriter the Underwriters: the information contained in the first sentence of the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case final paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: Standard Pacific Corp /De/

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter in the “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting..

Appears in 1 contract

Samples: Bluebird Bio, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, The Initial Purchaser agrees to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Initial Purchaser expressly for use in the Registration StatementPreliminary Offering Memorandum, any of the Prospectus other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Written Communication, any road show or the Offering Memorandum (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter the Initial Purchaser consists of the following information furnished on behalf of each Underwriter in the “Underwriting” section Offering Memorandum: the first sentence of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs second paragraph and the information regarding electronic fourth and internet distribution appearing in fifth sentence of the fifteenth paragraph, in each case third paragraph under the caption “UnderwritingPlan of Distribution—New issue or notes” and the first paragraph under the caption “Plan of Distribution—Price stabilization and short positions; repurchase of common stock..

Appears in 1 contract

Samples: Letter Agreement (Ironwood Pharmaceuticals Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement officers, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, first sentence of the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the description of market making activities contained in the twelfth and thirteenth paragraphs under the caption “Underwriting..

Appears in 1 contract

Samples: South Jersey (South Jersey Industries Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the tenth, eleventh, twelfth and thirteenth paragraphs under the caption “Underwriting..

Appears in 1 contract

Samples: Sangamo Biosciences Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraphthird paragraph under the caption “Underwriting”, the information relating to stabilizing transactions appearing contained in the tenth twelfth, thirteenth and twelfth fourteenth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting”.

Appears in 1 contract

Samples: Underwriting Agreement (PERRIGO Co PLC)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such any Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraphthird paragraph under the caption “Underwriting”, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraphfifteenth, in each case sixteenth, and seventeenth paragraphs under the caption “Underwriting”.

Appears in 1 contract

Samples: Underwriting Agreement (Novavax Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Preliminary Prospectus, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show roadshow or any Pricing Disclosure Package Time of Sale Information (including any Pricing Disclosure Package Time of Sale Information that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in under the heading Underwriting” section of the ProspectusUnderwriters”: the concession figure appearing in third paragraph beginning with the fifth paragraphwords “The underwriters initially propose to offer”, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in fourteenth paragraph beginning with the fifteenth paragraph, in each case under words “In order to facilitate the caption “Underwritingoffering..

Appears in 1 contract

Samples: Nevro Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the twelfth paragraph under the caption “Underwriting.

Appears in 1 contract

Samples: Invitae Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: Halozyme Therapeutics Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraphthird paragraph under the caption “Underwriting (conflicts of interest)”, the information contained in the sixteenth paragraph relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “UnderwritingUnderwriting (conflicts of interest)”, and the information in the seventeenth paragraph under the caption “Underwriting (conflicts of interest)”.

Appears in 1 contract

Samples: Altair Engineering Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package [(including any Pricing Disclosure Package that has subsequently been amended)], it being understood and agreed upon that the only such information so furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter in the “Underwriting” section of the Prospectus: the concession figure and reallowance figures appearing in the fifth paragraphthird paragraph under the caption “Underwriting”, the information relating to stabilizing transactions appearing contained in the tenth thirteenth and twelfth fourteenth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting”.

Appears in 1 contract

Samples: Underwriting Agreement (Cellular Dynamics International, Inc.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities (including, without limitation, reasonable and documented out-of-pocket legal fees and other expenses incurred in connection with any suit, action or proceeding or any claim asserted, as such fees and expenses are incurred) that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case twelfth paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: Oric Pharmaceuticals, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, third paragraph under the caption “Underwriting”; the information relating to stabilizing transactions appearing contained in the tenth seventh paragraph under the caption “Underwriting”; the information contained in the fourteenth, fifteenth, sixteenth and twelfth seventeenth paragraphs concerning stabilizing transactions, short sales and passive market making under the caption “Underwriting”; and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case last sentence of the nineteenth paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: Underwriting Agreement (GenMark Diagnostics, Inc.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the information contained in the first and second sentences of the third paragraph under the caption "Underwriting"; the third sentence of the twelfth paragraph under the caption “Underwriting” section of ”; and the Prospectus: the concession figure appearing in the fifth paragraph, the information thirteenth paragraph relating to over-allotment, stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case syndicate covering transactions under the caption “Underwriting”.

Appears in 1 contract

Samples: Underwriting Agreement (Redwood Trust Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Registration Statement and the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting,” and the information contained in the fifteenth and sixteenth paragraphs under the caption “Underwriting..

Appears in 1 contract

Samples: Kinsale Capital Group, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Time of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the information contained in the first and second sentences of the third paragraph under the caption “Underwriting” section ”; the third sentence of the Prospectus: twelfth paragraph under the concession figure appearing in caption “Underwriting”; and the fifth paragraph, the information thirteenth paragraph relating to over-allotment, stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case syndicate covering transactions under the caption “Underwriting”.

Appears in 1 contract

Samples: Underwriting Agreement (Redwood Trust Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, third paragraph under the caption “Underwriting”; the information relating to stabilizing transactions appearing contained in the tenth seventh paragraph under the caption “Underwriting”; the information contained in the fifteenth, sixteenth, seventeenth and twelfth eighteenth paragraphs concerning stabilizing transactions, short sales and passive market making under the caption “Underwriting”; and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case last sentence of the twenty-first paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: Ziopharm Oncology Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the eleventh, twelfth and thirteenth paragraphs under the caption “Underwriting” relating to stabilization transactions.

Appears in 1 contract

Samples: MTS Systems Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting”: the third paragraph concerning the terms of the offering by the Underwriters, the thirteenth and fourteenth paragraphs concerning stabilization and the sixteenth paragraph concerning passive market-making.

Appears in 1 contract

Samples: AtriCure, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, first two sentences of the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the twelfth paragraph under the caption “Underwriting..

Appears in 1 contract

Samples: Vivus Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case seventeenth paragraph related to passive market making under the caption “Underwriting”.

Appears in 1 contract

Samples: Clearside Biomedical, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show ) or any Pricing the Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter in following: the “Underwriting” section names of the Prospectus: Underwriters on the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth cover page of and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting” in the Prospectus, the last paragraph on the cover page of the Prospectus and the statements set forth in the paragraph under the caption “Underwriting—Stabilization, the first and second sentences in the first paragraph under the caption “Underwriting—Commission and Discounts” and the second sentence in the paragraph under the caption “Underwriting—Market Making.

Appears in 1 contract

Samples: Underwriting Agreement (Helix Energy Solutions Group Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended)Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter in the “Underwriting” section of the Prospectus: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth “Commissions and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case Discounts” paragraph under the caption “Underwriting; Conflicts of interest” and the first, second and third paragraphs appearing under the caption “Underwriting (Conflicts of Interest)—Stabilization and Short Positions..

Appears in 1 contract

Samples: Underwriting Agreement (Callon Petroleum Co)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraphthird paragraph under the caption “Underwriting”, the information regarding internet distribution contained in the seventh paragraph under the caption “Underwriting”, and the information contained in the twelfth and thirteenth paragraphs (each relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case transactions) under the caption “Underwriting”.

Appears in 1 contract

Samples: Spark Therapeutics, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement officers, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case sixth paragraph under the caption “Underwriting” and the description of market making activities contained in the twelfth and thirteenth paragraphs under the caption “Underwriting..

Appears in 1 contract

Samples: South Jersey (South Jersey Industries Inc)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth ninth paragraph, the information contained in the eighteenth paragraph describing passive market making, in each case under the caption “Underwriting”.

Appears in 1 contract

Samples: Alnylam Pharmaceuticals, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information contained in the thirteenth paragraph under the caption “Underwriting..

Appears in 1 contract

Samples: Guardant Health, Inc.

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the statement concerning the Underwriters contained in the second sentence of the seventh paragraph under the heading “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case under the caption “Underwriting..

Appears in 1 contract

Samples: Letter Agreement (Syros Pharmaceuticals, Inc.)

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show Prospectus or any the Pricing Disclosure Package (including or any Pricing Disclosure Package that has subsequently been amendedamendment or supplement thereto), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter in the “Underwriting” section of the ProspectusUnderwriter: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting,” the information regarding market making contained in the seventh paragraph under the caption “Underwriting,” and the information contained in the eighth paragraph under the caption “Underwriting..

Appears in 1 contract

Samples: SVB Financial Group

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter Underwriter: the concession and reallowance figures appearing in the third paragraph under the caption “Underwriting” section of the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing contained in the fifteenth paragraph, in each case first sentence of the sixteenth paragraph under the caption “Underwriting”.

Appears in 1 contract

Samples: Halozyme Therapeutics Inc

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, Company and its directors, its directors and 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter in the “Underwriting” section of the Prospectusfollowing: the concession figure and reallowance figures appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph under the caption “Underwriting” and the information regarding stabilizing transactions contained in the fifteenth and sixteenth under the caption “Underwriting..

Appears in 1 contract

Samples: Albemarle Corp

Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement Company 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such any Underwriter through the Representatives expressly for use in the Registration Statement, any Issuer Free Writing Prospectus, the Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information furnished on behalf of each Underwriter in the “Underwriting” section of Preliminary Prospectus and the Prospectus: the concession figure appearing in the fifth paragraph, the information relating to stabilizing transactions appearing in the tenth and twelfth paragraphs and the information regarding electronic and internet distribution appearing in the fifteenth paragraph, in each case third paragraph of text under the caption “Underwriting” in the Prospectus, the third sentence of the first paragraph under the subcaption “New Issue of Notes” under the caption “Underwriting” in the Prospectus and the first paragraph of text under the subcaption “Price Stabilization and Short Positions” under the caption “Underwriting” in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (EQT Corp)

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