Common use of By Each Selling Holder Clause in Contracts

By Each Selling Holder. Each Selling Holder agrees severally and jointly to indemnify and hold harmless Regency, its directors and officers, and each Person, if any, who controls Regency within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 7 contracts

Samples: Registration Rights Agreement (Regency Energy Partners LP), Registration Rights Agreement (Regency Energy Partners LP), Registration Rights Agreement (Energy Transfer Equity, L.P.)

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By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyCrosstex, its directors and officers, and each Person, if any, who controls Regency Crosstex within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency Crosstex to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 7 contracts

Samples: Registration Rights Agreement (Crosstex Energy Lp), Registration Rights Agreement (Crosstex Energy Inc), Unit Purchase Agreement (Crosstex Energy Inc)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyContango, its directors and directors, officers, employees, representatives and agents and each Person, if any, who controls Regency Contango within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency Contango to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the thereto. The maximum liability of each Selling Holder for any such indemnification shall not be greater in amount than exceed the dollar amount of the net proceeds (net of any Selling Expenses) received by such Selling Holder seller from the sale of the such Selling Holder’s Registrable Securities giving rise to such indemnificationSecurities.

Appears in 6 contracts

Samples: Registration Rights Agreement (Contango Oil & Gas Co), Registration Rights Agreement (Contango Oil & Gas Co), Registration Rights Agreement (Contango Oil & Gas Co)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyMarkWest, its Affiliates and their respective directors and officers, and each Person, if any, who controls Regency MarkWest within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency MarkWest to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 5 contracts

Samples: Registration Rights Agreement (Markwest Energy Partners L P), Registration Rights Agreement (Markwest Hydrocarbon Inc), Registration Rights Agreement (Markwest Hydrocarbon Inc)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyETP, its directors and officers, and each Person, if any, who controls Regency ETP within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency ETP to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 4 contracts

Samples: Registration Rights Agreement (Energy Transfer Partners, L.P.), Contribution Agreement (Energy Transfer Equity, L.P.), Contribution Agreement (Energy Transfer Partners, L.P.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyInergy, its directors and officers, and each Person, if any, who controls Regency Inergy within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency Inergy to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 4 contracts

Samples: Registration Rights Agreement (Inergy L P), Registration Rights Agreement (Inergy Holdings, L.P.), Registration Rights Agreement (Inergy L P)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyParent, its directors and officers, and each Person, if any, who controls Regency Parent within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency Parent to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 4 contracts

Samples: Registration Rights Agreement (Earthstone Energy Inc), Registration Rights Agreement (Earthstone Energy Inc), Contribution Agreement (Earthstone Energy Inc)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyParent, its directors and officers, and each Person, if any, who controls Regency Parent within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency Parent to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder (net of Selling Expenses) from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 4 contracts

Samples: Registration Rights Agreement (Earthstone Energy Inc), Registration Rights Agreement (Earthstone Energy Inc), Registration Rights Agreement (Earthstone Energy Inc)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless Regencythe Company, its Affiliates and their respective directors and officers, and each Person, if any, who controls Regency the Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency the Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 4 contracts

Samples: Registration Rights Agreement (Vanguard Natural Resources, LLC), Registration Rights Agreement (Eagle Rock Energy Partners, L.P.), Registration Rights Agreement (Eagle Rock Energy Partners, L.P.)

By Each Selling Holder. Each Selling Holder agrees severally and jointly to indemnify and hold harmless Regency, its directors and officers, and each Person, if any, who controls Regency within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 4 contracts

Samples: Registration Rights Agreement (Energy Transfer Partners, L.P.), Registration Rights Agreement (Regency Energy Partners LP), Contribution Agreement (Regency Energy Partners LP)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless Regency, its directors and officers, and each Person, if any, who controls Regency within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 3 contracts

Samples: Registration Rights Agreement (Regency Energy Partners LP), Contribution Agreement (Eagle Rock Energy Partners L P), Contribution Agreement (Regency Energy Partners LP)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyK-Sea, its directors and officers, and each Person, if any, who controls Regency K-Sea within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency K-Sea to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 3 contracts

Samples: Registration Rights Agreement (K-Sea Transportation Partners Lp), Registration Rights Agreement (K-Sea Transportation Partners Lp), Registration Rights Agreement (K-Sea Transportation Partners Lp)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless Regencythe Company, its directors and directors, officers, employees, representatives and agents and each Person, if any, who controls Regency the Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency the Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the thereto. The maximum liability of each Selling Holder for any such indemnification shall not be greater in amount than exceed the dollar amount of the net proceeds (net of any Selling Expenses) received by such Selling Holder seller from the sale of the such Selling Holder’s Registrable Securities giving rise to such indemnificationSecurities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Calumet, Inc. /DE), Conversion Agreement (Calumet Specialty Products Partners, L.P.), Conversion Agreement (Calumet Specialty Products Partners, L.P.)

By Each Selling Holder. Each Selling Holder agrees agrees, severally and jointly not jointly, to indemnify and hold harmless Regencythe Company, its directors and officers, and each Person, if any, who controls Regency the Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency the Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Subscription Agreement (Legacy Education Alliance, Inc.), Registration Rights Agreement (Legacy Education Alliance, Inc.)

By Each Selling Holder. Each Selling Holder agrees severally and jointly to indemnify and hold harmless RegencyETP, its directors and officers, and each Person, if any, who controls Regency ETP within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency ETP to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Common Unit Purchase Agreement, Common Unit Purchase Agreement

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyTLP, its directors and officers, and each Person, if any, who controls Regency TLP within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency TLP to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Registration Rights Agreement (TransMontaigne Partners L.P.), Registration Rights Agreement (TransMontaigne Partners L.P.)

By Each Selling Holder. Each Selling Holder agrees severally and jointly to indemnify and hold harmless RegencyETP, its directors and officers, and each Person, if any, who controls Regency ETP within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency ETP to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Common Unit Purchase Agreement (Energy Transfer Equity, L.P.), Common Unit Purchase Agreement (Energy Transfer Partners, L.P.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyETE, its directors and officers, and each Person, if any, who controls Regency ETE within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency ETE to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement any registration statement contemplated by this Agreement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Unitholder Rights and Restrictions Agreement (Enterprise GP Holdings L.P.), Unitholder Rights and Restrictions Agreement (Energy Transfer Equity, L.P.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless Regency, its directors and officers, and each Person, if any, who controls Regency within the meaning of the Securities Act or of and the Exchange Act to the same extent as the foregoing indemnity from Regency to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or such registration statement, any preliminary prospectus contained or final prospectus included therein or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Class C Unit Purchase Agreement (Regency Energy Partners LP), Registration Rights Agreement (Regency Energy Partners LP)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyCrosstex, its directors and directors, officers, employees and agents and each Person, if any, who controls Regency Crosstex within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency Crosstex to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Registration Rights Agreement (Crosstex Energy Lp), Registration Rights Agreement (Crosstex Energy Lp)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless Regencythe Company, its directors and officers, and each Person, if any, who controls Regency the Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency the Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Registration Rights Agreement (Merck & Co Inc), Registration Rights Agreement (Foxhollow Technologies, Inc.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyEnbridge Partners, its directors and officers, and each Person, if any, who controls Regency Enbridge Partners within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency Enbridge Partners to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein Prospectus, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Registration Rights Agreement (Enbridge Energy Partners Lp), Registration Rights Agreement (Enbridge Energy Partners Lp)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless Regencythe Company, its directors and officers, and each Person, if any, who controls Regency the Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency the Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Registration Rights Agreement (MyDx, Inc.), Registration Rights Agreement (SafeStitch Medical, Inc.)

By Each Selling Holder. Each Selling Holder agrees severally and jointly to indemnify and hold harmless Regency, its directors and officers, and each Person, if any, who controls Regency within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement registration statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Registration Rights Agreement (Regency Energy Partners LP), Contribution Agreement (Regency Energy Partners LP)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless Regencythe Company, its directors and officers, and each Person, if any, who controls Regency the Company within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency the Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Registration Rights Agreement (Earthstone Energy Inc), Registration Rights Agreement (Resolute Energy Corp)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyCopano, its directors directors, officers, employees and officersagents, and each Person, if any, who controls Regency Copano within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency Copano to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 2 contracts

Samples: Contribution Agreement (Copano Energy, L.L.C.), Registration Rights Agreement (Copano Energy, L.L.C.)

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By Each Selling Holder. Each Selling Holder agrees severally and jointly to indemnify and hold harmless RegencyETE, its directors and officers, and each Person, if any, who controls Regency ETE within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency ETE to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Energy Transfer Equity, L.P.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless Regencythe Partnership, its directors and officers, and each Person, if any, who controls Regency the Partnership within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency the Partnership to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (CVR Partners, Lp)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyENP, its directors and officers, and each Person, if any, who controls Regency ENP within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency ENP to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Encore Energy Partners LP)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyCopano, its directors directors, officers, employees and officersagents, and each Person, if any, who controls Regency Copano within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency Copano to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Copano Energy, L.L.C.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyHEP, its directors and officers, and each Person, if any, who controls Regency HEP within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency HEP to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Holly Energy Partners Lp)

By Each Selling Holder. Each Selling Holder agrees severally and jointly to indemnify and hold harmless RegencyPartners, its directors and directors, officers, employees and agents and each Person, if any, who controls Regency Partners within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency Partners to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf any Registration Statement or any prospectus contained therein relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Markwest Energy Partners L P)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyParent, its directors and directors, officers, employees and agents and each Person, if any, who controls Regency Parent within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency Parent to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Earthstone Energy Inc)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless Regencythe Partnership, its Affiliates and their respective directors and officers, and each Person, if any, who controls Regency the Partnership within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency the Partnership to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement registration statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (JP Energy Partners LP)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyCompany, its directors and directors, officers, employees and agents and each Person, if any, who controls Regency Company within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Bounty Minerals, Inc.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyMarkWest, its Affiliates and their respective directors and officers, and each Person, if any, who controls Regency MarkWest within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency MarkWest to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf a Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Markwest Energy Partners L P)

By Each Selling Holder. Each Selling Holder agrees agrees, severally and jointly not jointly, to indemnify and hold harmless Regencythe Company, its directors and officers, and each Personperson, if any, who controls Regency the Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency the Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Cardax, Inc.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyETP, its directors and officers, and each Person, if any, who controls Regency ETP within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency ETP to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Energy Transfer Partners, L.P.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless Regencythe Partnership, its directors and officers, and each Person, if any, who controls Regency the Partnership within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency the Partnership to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Breitburn Energy Partners LP)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyParent, its directors and directors, officers, employees and agents and each Person, if any, who controls Regency Parent within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency Parent to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder (net of Selling Expenses) from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Earthstone Energy Inc)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyCopano, its directors and officers, and each Person, if any, who controls Regency Copano within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency Copano to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein supplement relating to the Registrable Securities, or any amendment or supplement thereof relating to the Registrable Securitiesthereto; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Copano Energy, L.L.C.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyETE, its directors and officers, and each Person, if any, who controls Regency ETE within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from Regency ETE to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Energy Transfer Equity, L.P.)

By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless RegencyRing Energy, its directors and officers, officers and each Person, if any, who controls Regency Ring Energy within the meaning of the Securities Act or of the Exchange Act against any Losses to the same extent as the foregoing indemnity from Regency Ring Energy to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in the Shelf Registration Statement or any prospectus contained therein or any amendment or supplement thereof relating to the Registrable Securities; provided, however, that the liability of each Selling Holder shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder (net of Selling Expenses) from the sale of the Registrable Securities giving rise to such indemnification.

Appears in 1 contract

Samples: Registration Rights Agreement (Ring Energy, Inc.)

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