Indemnification of the Company and the Selling Stockholders. The Underwriter 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 and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 5 contracts
Samples: Lock Up Agreement (Black Knight, Inc.), Lock Up Agreement (Black Knight, Inc.), Black Knight, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter (including through the Underwriter 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, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth paragraph and the information concerning stabilizing transactions, short selling sales, penalty bids and purchasing other information contained in the eleventh fourteenth and twelfth fifteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information.”).
Appears in 4 contracts
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: (i) the concession figure and reallowance figures appearing in the sixth third paragraph under the caption “Underwriting” and (ii) the information concerning short selling and purchasing regarding market-making contained in the eleventh twelfth and twelfth thirteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 4 contracts
Samples: Underwriting Agreement (Cafepress Inc.), Underwriting Agreement (Cafepress Inc.), Underwriting Agreement (Cafepress Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” ”, (collectivelyi) the sentences related to concession and reallowance in the third paragraph and (ii) the thirteenth, the “Underwriter Information”)fourteenth and fifteenth paragraphs.
Appears in 3 contracts
Samples: Underwriting Agreement (Silk Road Medical Inc), Underwriting Agreement (Silk Road Medical Inc), Underwriting Agreement (Silk Road Medical Inc)
Indemnification of the Company and the Selling Stockholders. The Underwriter 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 and each of the Selling Stockholders and each of their affiliates, directors, officers and each person, if any, who controls any of the Selling Stockholders 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 the Underwriter furnished to the Company or Holding in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the UnderwriterProspectus: the concession figure appearing in the sixth paragraph and the information concerning stabilizing transactions, short selling sales, penalty bids and purchasing contained other information appearing in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 3 contracts
Samples: Lock Up Agreement (Vantiv, Inc.), Up Agreement (Vantiv, Inc.), Vantiv, Inc.
Indemnification of the Company and the Selling Stockholders. The Underwriter 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 and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter 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, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the UnderwriterProspectus: the concession figure appearing in the sixth paragraph and the information concerning stabilizing transactions, short selling sales, penalty bids and purchasing other information contained in the eleventh fourteenth and twelfth fifteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information.”).
Appears in 3 contracts
Indemnification of the Company and the Selling Stockholders. The Underwriter 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 and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing statements set forth in the sixth first two sentences of the third paragraph, the eighth paragraph, the ninth paragraph, the tenth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs thirty-first paragraph under the caption “Underwriting” (collectively, in the “Underwriter Information”)Registration Statement.
Appears in 3 contracts
Samples: Execution Version (Burlington Stores, Inc.), Execution Version (Burlington Stores, Inc.), Burlington Stores, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement Statement, the Selling Stockholders and each person, if any, who controls the Company or any Selling Stockholder within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the Selling Stockholders to the same extent as the indemnity set forth in paragraph (aSection 9(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 the such Underwriter furnished to the Company in writing by the such Underwriter 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 PackagePackage (including any Pricing Disclosure Package that has been subsequently amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Registration Statement, the Prospectus (or any amendment or supplement thereto) or any Pricing Disclosure Package (including any Pricing Disclosure Package that has been subsequently amended) furnished on behalf of the each Underwriter: the concession figure appearing information contained in the sixth first paragraph and the information concerning short selling second and purchasing contained in third sentences of the eleventh and twelfth paragraphs second paragraph under the caption “Underwriting” (collectively, the “Underwriter Information—Price stabilization and short positions.”).
Appears in 3 contracts
Samples: Underwriting Agreement (Michaels Companies, Inc.), Letter Agreement (Michaels Companies, Inc.), Letter Agreement (Michaels Companies, Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders to the same extent as the indemnity set forth in paragraph (a) aboveabove (for the avoidance of doubt, without giving effect to the proviso contained therein with respect to information furnished by any Underwriter), 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, Statement and the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” ”: (collectively1) the paragraph beginning with the phrase “The underwriters propose to offer the shares of common stock directly to the public . . .”; (2) the paragraph beginning with the phrase “In connection with this offering, the underwriters may engage in stabilizing transactions . .. .”; and (3) the paragraph beginning with the phrase “Underwriter InformationThe underwriters have advised us that, pursuant to Regulation M . . .”).
Appears in 3 contracts
Samples: Haynes International Inc, Haynes International Inc, Haynes International Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees agrees, severally and not jointly, to indemnify and hold harmless the Company, its each Selling Stockholder, their directors, its their 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth fourth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectivelyand the information concerning stabilizing transactions and other information appearing under the caption “Underwriting” in the two paragraphs beginning with the words “The underwriters have advised us that they may make short sales...” and “The underwriters have advised us that, the “Underwriter Informationpursuant to Regulation M...”).
Appears in 3 contracts
Samples: Underwriting Agreement (Concho Resources Inc), Concho Resources (Concho Resources Inc), Concho Resources Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph under the caption "Underwriting", and the information concerning short selling and purchasing contained in the eleventh seventh, twelfth and twelfth thirteenth paragraphs under the caption “"Underwriting” (collectively, the “Underwriter Information”)".
Appears in 2 contracts
Samples: PROS Holdings, Inc., PROS Holdings, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth fifth paragraph and under the caption “Underwriting”, the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 2 contracts
Samples: American Reprographics CO, American Reprographics CO
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Registration Statement and the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph under the caption “Underwriting,” and the information concerning short selling and purchasing contained in the eleventh fifteenth and twelfth sixteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 2 contracts
Samples: Underwriting Agreement (Kinsale Capital Group, Inc.), Underwriting Agreement (Kinsale Capital Group, Inc.)
Indemnification of the Company and the Selling Stockholders. The Underwriter agrees 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 and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Written Communication or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing in last sentence on the sixth paragraph and cover page of the information concerning short selling and purchasing contained in Prospectus relating to the eleventh and twelfth paragraphs under delivery of the caption “Underwriting” (collectively, the “Underwriter Information”)Shares.
Appears in 2 contracts
Samples: Underwriting Agreement (Polypore International, Inc.), Polypore International, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders and each person, if any, who controls such Selling Stockholder 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure names of the Underwriters appearing on the front and back cover pages of the Prospectus, the names of the Underwriters set forth in the sixth table of Underwriters in the first paragraph of text under the caption “Underwriting” and the third paragraph, seventh paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth through fourteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 2 contracts
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting,” (collectivelythe information contained in the paragraph describing passive market making under the caption “Underwriting”, [and the following information in the Prospectus furnished on behalf of [insert name of Underwriter][delete bracketed clause if no material relationship is described under the caption “Underwriter InformationUnderwriting”)].
Appears in 2 contracts
Samples: SolarWinds, Inc., SolarWinds, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth fifth sentence of the second paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” and the information contained in the eighth paragraph (collectivelyprice stabilization, short positions and penalty bids) under the caption “Underwriter InformationUnderwriting”).
Appears in 2 contracts
Samples: Underwriting Agreement (RealD Inc.), Underwriting Agreement (RealD Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by or on behalf of such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the or on behalf of any Underwriter consists of the following information in the Prospectus furnished by or on behalf of the each Underwriter: the concession figure appearing in the sixth paragraph third, twelfth, thirteen and the information concerning short selling and purchasing contained in the eleventh and twelfth fourteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 2 contracts
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” and the information contained in the thirteenth paragraph (collectively, stabilization) under the caption “Underwriter InformationUnderwriting”).
Appears in 2 contracts
Samples: ReachLocal Inc, ReachLocal Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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, and each of the Selling Stockholders and each person, if any, who controls any such Selling Stockholder 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph under the caption “Underwriting” and the information concerning short selling and purchasing regarding market making contained in the eleventh twelfth and twelfth thirteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 2 contracts
Samples: Underwriting Agreement (Vocera Communications, Inc.), Underwriting Agreement (Vocera Communications, Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders and each person, if any, who controls any Selling Stockholder 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information under the caption “Underwriting” in the Prospectus furnished on behalf of the each Underwriter: the concession figure figures appearing in the sixth paragraph third paragraph, the information concerning stabilizing transactions, short sales and other information appearing in the twelfth paragraph, and the information concerning short selling penalty bids and purchasing contained other information in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”)thirteenth paragraph.
Appears in 2 contracts
Samples: Letter Agreement (Q2 Holdings, Inc.), Letter Agreement (Q2 Holdings, Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Registration Statement, the Pricing Disclosure Package and the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth [•] paragraphs under the caption “Underwriting” (collectively”, the information contained in the [•] paragraphs under the caption “Underwriter InformationUnderwriting”).
Appears in 2 contracts
Samples: Trean Insurance Group, Inc., Trean Insurance Group, Inc.
Indemnification of the Company and the Selling Stockholders. The Underwriter 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 and each of the Selling Stockholders Stockholders, its affiliates, directors and officers and each person, if any, who controls such Selling Stockholder 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 the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing in the sixth fifth paragraph and under the caption “Underwriting”, the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs tenth paragraph under the caption “Underwriting” (collectively, and the last sentence in the eleventh paragraph under the caption “Underwriter InformationUnderwriting”).
Appears in 2 contracts
Samples: Sirona Dental (Sirona Dental Systems, Inc.), Sirona Dental (Sirona Dental Systems, Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph in the section titled “Underwriting” and the information concerning short selling and purchasing contained in the eleventh paragraph, twelfth paragraph and twelfth paragraphs under the caption second and third sentences of the thirteenth paragraph in the section titled “Underwriting” (collectively, the “Underwriter Information.”).
Appears in 2 contracts
Samples: Ollie's Bargain Outlet Holdings, Inc., Ollie's Bargain Outlet Holdings, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth paragraph and third paragraph, the information concerning short selling and purchasing contained in the eleventh last sentence of the third paragraph, the information contained in the thirteenth, fourteenth and twelfth paragraphs fifteenth paragraph under the caption “Underwriting” Underwriting (collectively, the “Underwriter Information”conflicts of interest).”
Appears in 2 contracts
Samples: Forum Energy Technologies, Inc., Forum Energy Technologies, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees agrees, severally and not jointly, to indemnify and hold harmless the Company, its affiliates, 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any Non-Prospectus Road Show or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the language regarding discretionary accounts under “Underwriting,” the concession figure and reallowance figures appearing in the sixth second paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting,” (collectively, and the information contained in the tenth paragraph under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Samples: Vitamin Shoppe, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders and each person, if any, who controls any Selling Stockholder 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, and the information contained in the twelfth and thirteenth paragraphs and the second and third sentences of the fourteenth paragraph under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth fourth paragraph and under the caption “Underwriting”, the information concerning short selling and purchasing contained in the eleventh seventh and twelfth eighth paragraphs under the caption “Underwriting” (collectivelyand the information contained in the twenty-first paragraph under the caption “Underwriting” in the Prospectus furnished on behalf of each of X.X. Xxxxxx Securities Inc., the “Underwriter Information”).Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated and Xxxxxxx Sachs & Co.
Appears in 1 contract
Samples: Goodman Global Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders Stockholders, its respective affiliates, directors and officers and each person, if any, who controls such Selling Stockholder 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 the first paragraph (aof Section 8(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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, Statement and the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus ) or any Pricing Disclosure PackagePreliminary Prospectus, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth ___________ paragraph under the caption "Underwriting" and the information concerning short selling and purchasing contained in the eleventh and twelfth ___________ paragraphs under the caption “"Underwriting” (collectively, the “Underwriter Information”)".
Appears in 1 contract
Samples: DealerTrack Holdings, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth third paragraph under the caption “Underwriting” and the information concerning short selling and purchasing contained in the eleventh twelfth and twelfth thirteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh third, eighth, thirteenth, fourteenth and twelfth fifteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: EverQuote, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: (i) the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” and (collectively, ii) the information contained in the fifteenth and sixteenth paragraphs relating to stabilization transactions and passive market making under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information (including any Time of Sale Information that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph under the caption "Underwriting", and the information concerning short selling and purchasing contained in the eleventh seventh, twelfth and twelfth thirteenth paragraphs under the caption “"Underwriting” (collectively, the “Underwriter Information”)".
Appears in 1 contract
Samples: Underwriting Agreement (Divx Inc)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting,” (collectivelythe information contained in the twelfth, thirteenth and fourteenth paragraphs, and the third, fourth and fifth sentences of the twenty-eighth paragraph, under the caption “Underwriter InformationUnderwriting.”).
Appears in 1 contract
Samples: SRAM International Corp
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders Stockholder 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth table appearing after the first paragraph under the caption “Underwriters” and the information concerning short selling and purchasing contained in the eleventh sixth and twelfth seventh paragraphs under the caption “Underwriting” (collectively, the “Underwriter InformationUnderwriters.”).
Appears in 1 contract
Samples: Masisa S.A.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders Stockholders, its respective affiliates, directors and officers and each person, if any, who controls such Selling Stockholder 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 the first paragraph (aof Section 9(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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the most recent Preliminary Prospectus, the Prospectus (or in any amendment or supplement thereto), any Issuer Free Writing Prospectus or in any Pricing Disclosure Packageamendment or supplement thereto or in any Non-Prospectus Road Show, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: [the concession figure and reallowance figures appearing in the sixth fifth paragraph under the caption “Underwriting” in the Prospectus and the information concerning short selling and purchasing contained in the eleventh nineteenth, twentieth, twenty-first and twelfth twenty-second paragraphs under the caption “Underwriting” (collectively, in each of the “Underwriter Information”)most recent Preliminary Prospectus and the Prospectus].
Appears in 1 contract
Samples: Underwriting Agreement (DealerTrack Holdings, Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh seventh paragraph, the fourteenth paragraph, the fifteenth paragraph, the last sentence of the third paragraph and twelfth paragraphs the last two sentences of the sixteenth paragraph under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Trulia, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth [third] paragraph under the caption “Underwriting” and the information concerning short selling and purchasing contained in the eleventh [nineteenth and twelfth twentieth] paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Underwriter 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 and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (Prospectus, or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing in first sentence of the sixth paragraph, the first sentence of the thirteenth paragraph and the information concerning short selling and purchasing contained in first sentence of the eleventh and twelfth paragraphs fourteenth paragraph under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Ceridian HCM Holding Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth second paragraph under the caption “Underwriting” and the information concerning short selling and purchasing contained in the tenth, eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information.”).
Appears in 1 contract
Samples: First Mercury Financial Corp
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, and the information contained in the seventh paragraph under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Samples: GoPro, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively”, the information contained in the thirteenth paragraph relating to stabilizing transactions under the caption “Underwriter InformationUnderwriting”), and the information in the fourteenth paragraph under the caption “Underwriting”.
Appears in 1 contract
Samples: Altair Engineering Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” and the information contained in the twelfth and thirteenth paragraphs (collectively, each relating to stabilizing transactions) under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Samples: Imprivata Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders Stockholders, its affiliates, directors and officers, if any, and each person, if any, who controls such Selling Stockholder 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, any Preliminary Prospectus and the Final Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Final Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the fifth, ninth, tenth and eleventh and twelfth paragraphs under the caption “"Underwriting” (collectively, the “Underwriter Information”)".
Appears in 1 contract
Samples: Underwriting Agreement (Catapult Communications Corp)
Indemnification of the Company and the Selling Stockholders. The Underwriter 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 and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph under the caption “Underwriting”, and the information concerning short selling and purchasing contained in the eleventh ninth and twelfth tenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth [—] paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively”, the information contained in the [—] paragraph under the caption “Underwriter InformationUnderwriting”), and the following information in the Prospectus furnished on behalf of [—].
Appears in 1 contract
Samples: Inogen Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: (i) the statement regarding delivery of shares by the Underwriters set forth on the cover page and (ii) the concession figure appearing in the sixth paragraph and reallowance figures and the information concerning short selling and purchasing contained in paragraphs relating to stabilization by the eleventh and twelfth paragraphs Underwriters appearing under the caption “Underwriting” (collectively, the “Underwriter Information.”).
Appears in 1 contract
Samples: Underwriting Agreement (Enernoc Inc)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth [third paragraph and the information concerning short selling and purchasing contained in the eleventh seventh paragraph, the fourteenth paragraph, the fifteenth paragraph, the last sentence of the third paragraph and twelfth paragraphs the last two sentences of the sixteenth paragraph under the caption “Underwriting” (collectively, the “Underwriter Information”).]
Appears in 1 contract
Samples: Trulia, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees agrees, severally and not jointly, to indemnify and hold harmless the Company, its affiliates, 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, any Non-Prospectus Road Show or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the language regarding discretionary accounts under “Underwriting”, the concession figure and reallowance figures appearing in the sixth second paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively”, and the information contained in the tenth paragraph under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Samples: Vitamin Shoppe, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders and each person, if any, who controls any Selling Stockholder 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 legal fees and other reasonable 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, and the information contained in the twelfth and thirteenth paragraph under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph under the caption “Underwriting”, and the information concerning short selling and purchasing contained in the eleventh thirteenth, fourteenth and twelfth fifteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information.”).
Appears in 1 contract
Samples: CompoSecure, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Registration Statement and the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph under the caption “Underwriting,” and the information concerning short selling and purchasing contained in the eleventh fifteenth and twelfth sixteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Underwriting Agreement (Kinsale Capital Group, Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Preliminary Prospectus, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Preliminary Prospectus and the Prospectus furnished on behalf of the each Underwriter: the sixth paragraph of the cover page regarding delivery of the Shares; the list of Underwriters and their respective participation in the sale of the Shares under the caption “Underwriting,” the concession figure and reallowance figures appearing in the sixth fourth paragraph and under the caption “Underwriting,” the information concerning short selling sales, stabilizing transactions and purchasing contained other information appearing in the eleventh and twelfth paragraphs seventh paragraph under the caption “Underwriting” (collectively, and the information concerning penalty bids and other information appearing in the eighth paragraph under the caption “Underwriter InformationUnderwriting.”).
Appears in 1 contract
Samples: Nielsen Holdings N.V.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company or Holding in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and under the caption “Underwriting”, the information concerning stabilizing transactions, short selling sales and purchasing contained other information appearing in the eleventh and twelfth paragraphs paragraph under the caption “Underwriting” (collectively, and the information concerning penalty bid appearing in the thirteenth paragraph under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Samples: Vantiv, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs three under the caption “Underwriting,” (collectively, the information contained in paragraphs twelve through fourteen under the caption “Underwriter InformationUnderwriting.”).
Appears in 1 contract
Samples: Obagi Medical Products, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees agrees, severally and not jointly, to indemnify and hold harmless the Company, its each Selling Stockholder, their directors, its their 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth fourth paragraph under the caption “Underwriting” and the information concerning short selling and purchasing contained in the eleventh seventh and twelfth eighth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information.”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth fifth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs paragraph under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectivelyand the information contained in the fifteenth, sixteenth and seventeenth paragraphs relating to stabilizing transactions under the caption “Underwriter InformationUnderwriting.”).
Appears in 1 contract
Samples: BioNTech SE
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).[•]
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus ) or any Pricing the Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information following: the names of the Underwriters on the cover page of and under the caption “Underwriting” in the Prospectus furnished Prospectus, the last paragraph on behalf the cover page of the Underwriter: Prospectus and the concession figure appearing statements set forth in the sixth paragraph fourth and the information concerning short selling and purchasing contained in the eleventh and twelfth ninth paragraphs under the caption “Underwriting” (collectively, in the “Underwriter Information”)Prospectus.
Appears in 1 contract
Samples: Underwriting Agreement (Raymond James Financial Inc)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth [•] paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, and the information contained in the [•] paragraph under the caption “Underwriter InformationUnderwriting.”).
Appears in 1 contract
Samples: Paycor Hcm, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” ”, (collectivelyi) the sentences related to concession and reallowance in the third paragraph and (ii) the [thirteenth, the “Underwriter Information”)fourteenth and fifteenth] paragraphs.
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders and each of their affiliates, directors, officers and each person, if any, who controls any of the Selling Stockholders 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 the such Underwriter furnished to the Company or Holding in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth third paragraph under the caption “Underwriting”, and the information concerning stabilizing transactions, short selling sales, penalty bids and purchasing contained other information appearing in the eleventh fifteenth and twelfth sixteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Vantiv, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Preliminary Prospectus, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Preliminary Prospectus and the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing sixth paragraph of the cover page regarding delivery of the Shares; the list of Underwriters and their respective participation in the sixth paragraph and sale of the Shares under the caption “Underwriting,” the information concerning short selling sales, stabilizing transactions and purchasing contained other information appearing in the eleventh and twelfth paragraphs seventh paragraph under the caption “Underwriting” (collectively, and the information concerning penalty bids and other information appearing in the eighth paragraph under the caption “Underwriter InformationUnderwriting.”).
Appears in 1 contract
Samples: Nielsen Holdings N.V.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders Stockholders, its affiliates, directors and officers and each person, if any, who controls such Selling Stockholder 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 the such Underwriter furnished to the Company in writing by the such Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively”, the information contained in the twelfth paragraph under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto)) any Preliminary Prospectus, any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Cbeyond Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the legal names of the Underwriters in the table set forth in the first paragraph under the caption “Underwriting”, the concession figure and reallowance figures appearing in the sixth third paragraph under the caption “Underwriting” and the information concerning short selling and purchasing contained in the eleventh twelfth and twelfth thirteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in first paragraph under the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs subsection entitled “Other Relationships” under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: MKS Instruments Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Preliminary Prospectus, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: [the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively”, and the information contained in the last sentence of the fourth paragraph, the fourteenth paragraph and the first sentence of the fifteenth paragraph under the caption “Underwriter InformationUnderwriting.”).]
Appears in 1 contract
Samples: Underwriting Agreement (Nevro Corp)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth 5 sentence of the second paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” and the information contained in the 9 paragraph (collectivelyprice stabilization, short positions and penalty bids) under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Samples: Underwriting Agreement (RealD Inc.)
Indemnification of the Company and the Selling Stockholders. The Underwriter agrees to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement Statement, the Selling Stockholders and each person, if any, who controls the Company or any of the Selling Stockholders within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter such expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any the Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriterfollowing: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the third, fourth, tenth, eleventh and twelfth paragraphs found under the caption “Underwriting” (collectively, the “Underwriter Information”).heading
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Underwriter agrees to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement Statement, the Selling Stockholders and each person, if any, who controls the Company or any of the Selling Stockholders within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter such expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any the Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriterfollowing: the concession figure appearing in the sixth paragraph third, ninth, tenth and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs found under the caption heading “Underwriting” (collectively, in each of the “Underwriter Information”)Pricing Disclosure Package and the Prospectus.
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth fourth paragraph and under the caption “Underwriting”, the information concerning short selling and purchasing contained in the eleventh fourth, seventh, eighth and twelfth thirteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the marketing names of the Underwriters set forth on the cover page; the legal names of the Underwriters and their respective participation in the sale of the Underwritten Shares in the table set forth in the first paragraph under the caption “Underwriting”; the concession figure and reallowance figures appearing in the sixth [third] paragraph under the caption “Underwriting”; and the information concerning short selling and purchasing contained in the eleventh [seventh, twelfth, thirteenth and twelfth fourteenth] paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Underwriter agrees to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement Statement, the Selling Stockholders and each person, if any, who controls the Company or any Selling Stockholder within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the Selling Stockholders to the same extent as the indemnity set forth in paragraph (aSection 9(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 the Underwriter furnished to the Company in writing by the Underwriter 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 PackagePackage (including any Pricing Disclosure Package that has been subsequently amended), it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Registration Statement, the Prospectus (or any amendment or supplement thereto) or any Pricing Disclosure Package (including any Pricing Disclosure Package that has been subsequently amended) furnished on behalf of the Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting,” (collectively, the information contained in the first paragraph and the second and third sentences of the second paragraph under the caption “Underwriter InformationUnderwriting—Price stabilization and short positions.”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders and each person, if any, who controls any Selling Stockholder 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, and the information contained in the eleventh paragraph relating to stabilizing transactions under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Samples: Cardlytics, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively”, and the information contained in the thirteenth paragraph under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Samples: Letter Agreement (Amyris, Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders to the same extent as the indemnity set forth in paragraph (a) aboveabove with respect to the Company or paragraph (b) above with respect to the Selling Stockholder, 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, ”; the information contained in the sixteenth paragraph under the caption “Underwriter InformationUnderwriting”); and the first sentence of the seventeenth paragraph under the caption “Underwriting.”
Appears in 1 contract
Samples: Fuelcell Energy Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives 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, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: (i) the concession figure and reallowance figures appearing in the sixth [first and second] paragraph under the caption “Underwriting” and (ii) the information concerning short selling and purchasing contained in the eleventh [eighth, thirteenth, fourteenth and twelfth fifteenth] paragraphs under the caption “Underwriting” relating to distributions, price stabilization, short positions and penalty bids (collectively, the “Underwriter Information”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth [third] paragraph under the caption "Underwriting" and the information concerning short selling and purchasing regarding market-making contained in the eleventh [twelfth and twelfth thirteenth] paragraphs under the caption “"Underwriting” (collectively, the “Underwriter Information”)".
Appears in 1 contract
Samples: Epocrates Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement Statement, the Selling Stockholders, and each person, if any, who controls the Company or any Selling Stockholder within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Registration Statement, the Prospectus (or any amendment or supplement thereto) or any Pricing Disclosure Package (including any Pricing Disclosure Package that has been subsequently amended) furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” and the information contained in the twelfth and thirteenth paragraph (collectively, each relating to stabilization) under the caption “Underwriter InformationUnderwriting”).
Appears in 1 contract
Samples: Underwriting Agreement (Ultragenyx Pharmaceutical Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in under the sixth paragraph caption "Underwriting—Short Sales, Stabilizing Transactions and Penalty Bids" and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “"Underwriting” (collectively, the “Underwriter Information”)—Concessions and Discounts".
Appears in 1 contract
Samples: Underwriting Agreement (Obagi Medical Products, Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any road show or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” and the information contained in the paragraph under the caption “Underwriting—Price Stabilization, Short Position and Penalty Bids” relating to distributions, price stabilization, short positions and penalty bids (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Chewy, Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs tenth (10th) paragraph under the caption “Underwriting” related to the availability of an electronic prospectus and internet distributions and the information contained in the eleventh (collectively11th), the “Underwriter Information”)twelfth (12th) and thirteenth (13th) paragraphs relating to stabilization, market making and short sales.
Appears in 1 contract
Samples: Umpqua Holdings Corp
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives 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 PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the marketing names for the Underwriters set forth on the cover page; the legal names of the Underwriters and their respective participation in the sale of the Underwritten Shares in the table set forth in the first paragraph under the caption “Underwriting”; the concession figure and reallowance figures appearing in the sixth [third] paragraph under the caption “Underwriting” and the information concerning short selling and purchasing contained in the eleventh [seventh], [twelfth], [thirteenth] and twelfth [fourteenth] paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders Stockholder 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in last sentence on the sixth paragraph front cover page relating to the delivery of the Shares and the information concerning short selling and purchasing contained in the eleventh and twelfth [ ] paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information.”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders and each person who controls the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth third paragraph under the caption “Underwriting” and the information concerning short selling and purchasing contained in the eleventh seventh, fourteenth and twelfth fifteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Twist Bioscience Corp
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth [●] paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively”, the information contained in the [●] paragraph relating to stabilizing transactions under the caption “Underwriter InformationUnderwriting”)[, and the following information in the Issuer Free Writing Prospectus dated [●], 2017].
Appears in 1 contract
Samples: Altair Engineering Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement Statement, each Selling Stockholder and each person, if any, who controls the Company or a Selling Stockholder within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, the pricing information set forth on Annex A hereto, in the Preliminary Prospectus dated November 5, 2013, or any Pricing Disclosure Package“free writing prospectus” (as defined pursuant to Rule 405 under the Securities Act) listed on Annex A hereto, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in the sixth paragraph under the caption “Underwriting” and the information concerning short selling eighth, ninth and purchasing contained in the eleventh and twelfth tenth paragraphs (each relating to stabilization) under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph under the caption “Underwriting,” and the information concerning short selling and purchasing contained in the eleventh fourteenth, fifteenth and twelfth sixteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information.”).
Appears in 1 contract
Samples: Underwriting Agreement (PPD, Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by the such Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).each
Appears in 1 contract
Samples: Sovos Brands, Inc.
Indemnification of the Company and the Selling Stockholders. The Underwriter agrees to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement Statement, each of the Selling Stockholders, and each person, if any, who controls the Company or any of the Selling Stockholders within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the UnderwriterProspectus: the concession figure appearing in the sixth second paragraph under the caption “Underwriting” and the information concerning short selling and purchasing contained in the eleventh sixth, eighth, ninth and twelfth tenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Clovis Oncology, Inc.
Indemnification of the Company and the Selling Stockholders. The Underwriter 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 and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing The information in the sixth paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs first table to appear under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Underwriting Agreement (Obagi Medical Products, Inc.)
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph under the caption “Underwriting” and the information concerning short selling and purchasing regarding market-making contained in the eleventh twelfth and twelfth thirteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Greenway Medical Technologies Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders to the same extent as the indemnity set forth in paragraph (aSection 9(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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the legal names of the Underwriters in the table set forth in the first paragraph under the caption “Underwriting”, the concession figure and reallowance figures appearing in the sixth third paragraph under the caption “Underwriting” and the information concerning short selling and purchasing contained in the eleventh twelfth and twelfth thirteenth paragraphs under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Boot Barn Holdings, Inc.
Indemnification of the Company and the Selling Stockholders. The Underwriter 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 and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, Statement and the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus ) or any Pricing Disclosure PackagePreliminary Prospectus, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure and reallowance figures appearing in the sixth fifth paragraph under the caption "Underwriting" and the information concerning short selling and purchasing contained in the ninth, tenth and eleventh and twelfth paragraphs under the caption “"Underwriting” (collectively, the “Underwriter Information”)" insofar as such paragraphs describe passive market making and stabilization.
Appears in 1 contract
Samples: Lowrance Electronics Inc
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders and each person, if any, who controls such Selling Stockholder 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” (collectively”, the information contained in the fifth paragraph under the caption “Underwriter InformationUnderwriting.”).
Appears in 1 contract
Indemnification of the Company and the Selling Stockholders. The Underwriter 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 and each of the Selling Stockholders 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 the Underwriter furnished to the Company in writing by the Underwriter expressly for use in the Registration Statement, the Prospectus (Prospectus, or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the Underwriter consists of the following information in the Prospectus furnished on behalf of the Underwriter: the concession figure appearing in first sentence of the sixth paragraph, the first sentence of the thirteenth paragraph and first sentence of the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs fourteenth paragraph under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Ceridian HCM Holding Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by the such Underwriter expressly for use in the Registration Statement, the Prospectus (Prospectus, or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure appearing in first sentence of the sixth paragraph, the first sentence of the thirteenth paragraph and the information concerning short selling and purchasing contained in first sentence of the eleventh and twelfth paragraphs fourteenth paragraph under the caption “Underwriting” (collectively, the “Underwriter Information”).
Appears in 1 contract
Samples: Ceridian HCM Holding Inc.
Indemnification of the Company and the Selling Stockholders. The Each Underwriter agrees 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 and each of the Selling Stockholders 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 the such Underwriter furnished to the Company in writing by such Underwriter through the Underwriter Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by the any Underwriter consists of the following information in the Prospectus furnished on behalf of the each Underwriter: the concession figure and reallowance figures appearing in the sixth third paragraph and under the caption “Underwriting”, the information concerning short selling and purchasing contained in the eleventh twelfth and twelfth thirteenth paragraphs relating to stabilization transactions and passive market making under the caption “Underwriting” (collectively[and the following information in the Issuer Free Writing Prospectus dated , the “Underwriter Information”)2007: [ ].
Appears in 1 contract
Samples: Animal Health International, Inc.