Common use of Indemnification by Holders of Registrable Securities Clause in Contracts

Indemnification by Holders of Registrable Securities. In connection with any Registration Statement in which a Holder of Registrable Securities is participating, each such Holder will furnish to the Company in writing such information and affidavits as the Company reasonably requests for use in connection with any such Registration Statement or Prospectus and agrees to indemnify and hold harmless, to the full extent permitted by law, but without duplication, the Company, its officers, directors, shareholders, employees, advisors and agents, and each Person who controls the Company (within the meaning of the Securities Act) against any losses, claims, damages, liabilities and expenses resulting from any untrue statement of material fact in, or any omission of a material fact required to be stated in, the Registration Statement or Prospectus or necessary to make the statements therein (in the case of a Prospectus in light of the circumstances under which they were made) not misleading, to the extent, but only to the extent, that such untrue statement or omission is contained in any information or affidavit so furnished in writing by such Holder to the Company specifically for inclusion therein. The liability of each Holder under this Section 7(b) shall be limited to an amount equal to the proceeds received by such Holder from the sale of any Registrable Securities covered by such Registration Statement or Prospectus. The Company and the other persons described above shall be entitled to receive indemnities from underwriters participating in the distribution, to the same extent as provided above with respect to information so furnished in writing by such Persons specifically for inclusion in any Prospectus or Registration Statement.

Appears in 3 contracts

Samples: Registration Rights Agreement (Directrix Inc), Registration Rights Agreement (Directrix Inc), Registration Rights Agreement (Directrix Inc)

AutoNDA by SimpleDocs

Indemnification by Holders of Registrable Securities. In connection with any Registration Statement in which a Holder holder of Registrable Securities is participating, each such Holder holder will furnish to the Company Corporation in writing such information and affidavits with respect to such holder as the Company Corporation reasonably requests for use in connection with any such Registration Statement or Prospectus and agrees to indemnify and hold harmlessindemnify, to the full extent permitted by law, but without duplication, the CompanyCorporation, its officers, directors, shareholders, employees, advisors directors and agents, officers and each Person person who controls the Company Corporation (within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act) against any losses, claims, damages, liabilities and expenses resulting from any untrue or alleged untrue statement of material fact in, or any omission of a material fact required or any omission or alleged omission to be stated in, state a material fact necessary to make the statements in the Registration Statement or Prospectus or necessary to make the statements therein preliminary Prospectus (in the case of a the Prospectus or any preliminary Prospectus, in light of the circumstances under which they were made) not misleading, to the extent, but only to the extent, extent that such untrue statement or omission is contained in any information or affidavit with respect to such holder so furnished in writing by or on behalf of such Holder to the Company specifically holder for inclusion thereinin any Prospectus or Registration Statement. The liability of each Holder under this Section 7(b) shall be limited to an amount equal to the proceeds received by such Holder from the sale of any Registrable Securities covered by such Registration Statement or Prospectus. The Company and the other persons described above Corporation shall be entitled to receive indemnities indemnification from underwriters underwriters, selling brokers, dealer managers and similar securities industry professionals participating in the distribution, to the same extent as provided above with respect to information with respect to such persons so furnished in writing by such Persons persons specifically for inclusion in any Prospectus or Registration Statement.

Appears in 3 contracts

Samples: Stockholders Agreement (Singer Brad C), Registration Rights Agreement (Dualstar Technologies Corp), Registration Rights Agreement (Singer Brad C)

Indemnification by Holders of Registrable Securities. In connection with any Registration Statement in which a Holder of Registrable Securities is participating, each such Holder will furnish to the Company in writing such information and affidavits as the Company reasonably requests for use in connection with any such Registration Statement or Prospectus and agrees to indemnify and hold harmless, to the full extent permitted by law, but without duplication, the Company, its officers, directors, shareholders, employees, advisors and agents, and each Person who controls the Company (within the meaning of the Securities Act) against any losses, claims, damages, liabilities liabilities, expenses actions and expenses resulting from proceedings (including reasonable costs of investigation and reasonable legal fees and expenses) that arise out of or are based upon any untrue statement or alleged untrue statement of a material fact contained in, or any omission or alleged omission of a material fact required to be stated contained in, the Registration Statement or Prospectus Prospectus, or necessary to make the statements therein (in the case of a Prospectus in light of the circumstances under which they were made) not misleading, to the extent, but only to the extent, that such untrue statement or omission is contained in any information or affidavit so furnished in writing by such Holder to the Company specifically for inclusion therein. The liability of each Holder under this Section 7(b) shall be limited to an amount equal to the proceeds received by such Holder from the sale of any Registrable Securities covered by such Registration Statement or Prospectus. The Company and the other persons described above shall be entitled to receive indemnities from underwriters participating in the distribution, to the same extent as provided above with respect to information so furnished in writing by such Persons specifically for inclusion in any Prospectus or Registration Statement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Tyco International LTD /Ber/), Registration Rights Agreement (Westar Capital Inc)

Indemnification by Holders of Registrable Securities. In connection with any Registration Statement in which a Holder of covering Registrable Securities is participatingof any Holder, each such Holder will furnish to the Company in writing such information and affidavits as the Company reasonably requests for use in connection with any such Registration Statement or Prospectus and agrees to indemnify and hold harmless, to the full extent permitted by law, but without duplication, the Company, its officers, directors, shareholdersstockholders, employees, advisors and agents, and each Person who controls the Company (within the meaning of the Securities Act) ), against any losses, claims, damages, liabilities and expenses resulting from any untrue statement of a material fact in, or any omission of a material fact required to be stated in, the Registration Statement or Prospectus in any preliminary or final Prospectus, or any amendment or supplement thereto, or necessary to make the statements therein (in the case of a Prospectus in light of the circumstances under which they were made) not misleading, to the extent, but only to the extent, extent that such untrue statement or omission is contained in any information or affidavit so furnished in writing by such Holder to the Company specifically for inclusion therein. The liability of If the offering to which the Registration Statement relates is an Underwritten Offering, each Holder under this Section 7(b) shall be limited agrees to enter into an amount equal underwriting agreement in customary form with such underwriters and to indemnify such underwriters, their officers and directors, if any, and each Person who controls such underwriters within the proceeds received by such Holder from meaning of the sale of any Registrable Securities covered by such Registration Statement or Prospectus. The Company and the other persons described above shall be entitled to receive indemnities from underwriters participating in the distribution, Act to the same extent as hereinabove provided above with respect to information so furnished in writing indemnification by such Persons specifically for inclusion in any Prospectus or Registration StatementHolder of the Company.

Appears in 1 contract

Samples: 'S Rights Agreement (One Source Technologies Inc)

Indemnification by Holders of Registrable Securities. In connection with any Registration Statement registration statement in which a Holder holder of Registrable Securities is participating, each such Holder holder will furnish to the Company Issuer, in writing writing, such information and affidavits with respect to such holder as the Company Issuer reasonably requests for use in connection with any such Registration Statement registration statement or Prospectus prospectus and agrees to indemnify and hold harmlessindemnify, to the full extent permitted by law, but without duplication, the CompanyIssuer, its directors, officers, directors, shareholders, employees, advisors employees and agents, agents and each Person who controls the Company Issuer (within the meaning of the Securities Act) ), and any investment advisor thereof or agent therefor against any losses, claims, damages, liabilities and expenses resulting from any untrue statement of a material fact in, or any omission of a material fact required to be stated in, in the Registration Statement registration statement or Prospectus prospectus or any amendment thereof or supplement thereto or necessary to make the statements therein (in the case of a Prospectus prospectus, in light of the circumstances under which they were made) not misleading, to the extent, but only to the extent, that such untrue statement or omission is contained in or failed to be contained in any information or affidavit with respect to such holder so furnished in writing by such Holder to the Company holder specifically for inclusion thereintherein or resulting from the violation of applicable securities laws of such holder or its agents in connection with the sale of the Registrable Securities. The In no event shall the liability of each Holder under this Section 7(b) shall any participating holder hereunder be limited to an greater in amount equal to than the dollar amount of the proceeds received by such Holder from holder upon the sale of any the Registrable Securities covered by giving rise to such Registration Statement or Prospectus. The Company and the other persons described above shall be entitled to receive indemnities from underwriters participating in the distribution, to the same extent as provided above with respect to information so furnished in writing by such Persons specifically for inclusion in any Prospectus or Registration Statementindemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Whole Foods Market Inc)

AutoNDA by SimpleDocs

Indemnification by Holders of Registrable Securities. In connection with any Registration Statement in which a Holder the Registration, each holder of Registrable Securities is participating, each such Holder will furnish to the Company Corporation in writing such information and affidavits as the Company Corporation reasonably requests for use in connection with any such Registration Statement or Prospectus and agrees to indemnify and hold harmless, to the full extent permitted by law, but without duplication, the CompanyCorporation, its officers, directors, shareholders, employees, advisors directors and agents, officers and each Person who controls the Company Corporation (within the meaning of the Securities Act) against any losses, claims, damages, liabilities and expenses (including reasonable attorney's fees and disbursements) resulting from any untrue statement of a material fact incontained in the Registration Statement, Prospectus, preliminary prospectus, amendment or supplement thereto, or any omission of a material fact required to be stated in, in the Registration Statement or Prospectus or preliminary prospectus necessary to make the statements therein (in the case of a Prospectus in light of the circumstances under which they were made) not misleading, to the extent, but only to the extent, that such untrue statement or omission is contained in any information or affidavit so furnished in writing by such Holder holder to the Company Corporation specifically for inclusion thereinin such Registration Statement, Prospectus, preliminary prospectus, amendment or supplement thereto. The liability of each Holder under this Section 7(b) shall be limited to an amount equal to the proceeds received by such Holder from the sale of any Registrable Securities covered by such Registration Statement or Prospectus. The Company and the other persons described above Corporation shall be entitled to receive indemnities from underwriters underwriters, selling brokers, dealer--managers and similar securities industry professionals participating in the distribution, to the same extent as provided above with respect to information so furnished in writing by such Persons Person specifically for the inclusion in any Prospectus or Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Leapfrog Smart Products Inc)

Indemnification by Holders of Registrable Securities. In connection with any Registration Statement in which registration statement filed pursuant to this Agreement to effect a Holder of Registrable Securities is participatingRegistration, each holder participating in such Holder will furnish Registration agrees to (and, as a condition precedent to the Company in writing filing of such information and affidavits as registration statement, the Company reasonably requests for use in connection with may require an undertaking satisfactory to it from each such participating holder and from any such Registration Statement or Prospectus and agrees to indemnify and hold harmlessprospective underwriter therefor agreeing to) indemnify, to the full fullest extent permitted by law, but without duplication, the Company, Company and its officers, directors, shareholders, employees, advisors directors and agents, agents and each Person person who controls the Company (within the meaning of the Securities Act0000 Xxx) the Company or such agents against any losses, claims, damages, liabilities and expenses resulting from (as incurred or suffered and including, but not limited to, any and all expenses incurred in investigating, preparing or defending any litigation or proceeding, whether commenced or threatened, or any claim whatsoever) and which arise out of or are based upon any untrue or alleged untrue statement of a material fact in, contained in such registration statement or any omission of or alleged omission to state a material fact required to be stated in, the Registration Statement or Prospectus therein or necessary to make the statements therein (in the case not misleading or by any untrue or alleged untrue statement of a Prospectus material fact included in any prospectus or preliminary prospectus or any omission or alleged omission to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made) , not misleading, to the extent, but only to the extent, that such untrue statement or omission is contained in any information or affidavit with respect to such holder so furnished in writing by such Holder holder or its representatives to the Company specifically for inclusion therein. The liability of each Holder under this Section 7(b) shall be limited to an amount equal to the proceeds received by in such Holder from the sale of any Registrable Securities covered by such Registration Statement registration statement or Prospectusprospectus. The Company and the other persons described above shall be entitled to receive indemnities from underwriters underwriters, selling brokers, dealer-managers and similar securities industry professionals participating in the distribution, to the same extent as provided above with respect to information with respect to such Persons so furnished in writing by such Persons specifically for inclusion in any Prospectus prospectus or Registration StatementRegistration.

Appears in 1 contract

Samples: Stockholders Agreement (Scovill Holdings Inc)

Indemnification by Holders of Registrable Securities. In connection with any Registration Statement in which a Holder holder of Registrable Securities is participating, each such Holder will holder of Registrable Securities shall furnish to the Company in writing such information and affidavits as the Company reasonably requests for use in connection with any such Registration Statement or Prospectus and agrees to indemnify and hold harmless, to the full extent permitted by law, but without duplication, the Company, its directors, officers, directors, shareholders, agents and employees, advisors and agents, and each Person person who controls the Company (within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act) and the directors, officers, agents or employees of such controlling persons, from and against any losses, claims, damages, liabilities and expenses resulting from all Losses arising out of or based upon any untrue statement or alleged untrue statement of a material fact incontained in any Registration Statement, Prospectus or preliminary prospectus relating to the Registrable Securities, or arising out of or based upon any omission or alleged omission of a material fact required to be stated in, the Registration Statement or Prospectus therein or necessary to make the statements statement therein (in the case of a Prospectus in light of the circumstances under which they were made) not misleading, to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission is contained in any information or affidavit so furnished in writing by such Holder holder or on such holder's behalf to the Company specifically for inclusion therein. The liability use in connection with the preparation of each Holder under this Section 7(b) shall be limited to an amount equal to the proceeds received by such Holder from the sale of any Registrable Securities covered by such Registration Statement or Prospectus. The Company and the other persons described above shall be entitled to receive indemnities from underwriters underwriters, selling brokers, dealer managers and similar securities industry professionals participating in the distribution, distribution to the same extent as provided above with respect to information so furnished in writing by such Persons specifically persons or on their behalf expressly for inclusion use in any Prospectus or Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (GST Telecommunications Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.