Common use of Indemnification by the Stockholders Clause in Contracts

Indemnification by the Stockholders. The Stockholders agree to indemnify and hold harmless, the Company, its directors, officers, employees, stockholders and each Person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary Prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent that such untrue statement or omission is contained in any information regarding a Holder Indemnitee furnished in writing by a Holder Indemnitee to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto, or in the case of an occurrence of an Allowed Delay or an event of the type specified in Section 3(h), the use by such Holder Indemnitee of an outdated or defective Prospectus after the Company has notified the Stockholders in writing that the Prospectus is outdated or defective and prior to the receipt by the Stockholders of an amended or supplemented Prospectus, but only if and to the extent that following the receipt of the amended or supplemented Prospectus the misstatement or omission giving rise to such liability would have been corrected.

Appears in 3 contracts

Samples: Form of Registration Rights Agreement (Omega Healthcare Investors Inc), Registration Rights Agreement (Capitalsource Inc), Registration Rights Agreement (Omega Healthcare Investors Inc)

AutoNDA by SimpleDocs

Indemnification by the Stockholders. The Stockholders agree Each Stockholder agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each Person person who controls the Company (within the meaning of the 0000 1000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary Prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information regarding a Holder Indemnitee furnished in writing by a Holder Indemnitee such Stockholder to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto, . In no event shall the liability of an Stockholder be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Stockholder in connection with any claim relating to this Section 6 and the amount of any damages such Stockholder has otherwise been required to pay by reason of such untrue statement or omission) received by such Stockholder upon the sale of the Registrable Securities included in the case of an occurrence of an Allowed Delay or an event of the type specified in Section 3(h), the use by such Holder Indemnitee of an outdated or defective Prospectus after the Company has notified the Stockholders in writing that the Prospectus is outdated or defective and prior to the receipt by the Stockholders of an amended or supplemented Prospectus, but only if and to the extent that following the receipt of the amended or supplemented Prospectus the misstatement or omission Registration Statement giving rise to such liability would have been correctedindemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Integrated Surgical Systems Inc)

AutoNDA by SimpleDocs

Indemnification by the Stockholders. The Stockholders agree Each Stockholder participating in the offering of Registrable Securities agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each Person person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense expenses (including reasonable attorney attorneys’ fees) resulting from arising out of or based upon any untrue statement or alleged untrue statement of a any material fact contained in such Registration Statement, or Prospectus contained therein, or any amendment or supplement thereto, or arising out of or based upon the omission of or alleged omission to state therein a material fact required to be stated in the Registration Statement or Prospectus or preliminary Prospectus or amendment or supplement thereto therein or necessary to make the statements therein (in the case of any 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 or omitted from any information regarding a Holder Indemnitee furnished in writing by a Holder Indemnitee or on behalf of such Stockholder to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto, or . In no event shall the liability of a Stockholder be greater in amount than the dollar amount of the net proceeds received by such Stockholder upon the sale of its Registrable Securities included in the case of an occurrence of an Allowed Delay or an event of the type specified in Section 3(h), the use by such Holder Indemnitee of an outdated or defective Prospectus after the Company has notified the Stockholders in writing that the Prospectus is outdated or defective and prior to the receipt by the Stockholders of an amended or supplemented Prospectus, but only if and to the extent that following the receipt of the amended or supplemented Prospectus the misstatement or omission Registration Statement giving rise to such liability would have been correctedindemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Digirad Corp)

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