By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless the Company, its directors, officers, employees, and agents and each Person, if any, who controls the Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from 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, any other registration statement contemplated by this Agreement or prospectus supplement relating to the Registrable Securities, or any amendment or supplement thereto; 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 less the amount of any damages that such Selling Holder has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission.
Appears in 4 contracts
Samples: Registration Rights Agreement (Flotek Industries Inc/Cn/), Securities Purchase Agreement (ProFrac Holding Corp.), Securities Purchase Agreement (Flotek Industries Inc/Cn/)
By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless the CompanyTMC, its directors, officers, employees, employees and agents and each Person, if any, who controls the Company TMC within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Company TMC 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 other registration statement contemplated by this Agreement or prospectus supplement relating to the Registrable Securities, or any amendment or supplement thereto; 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 less the amount of any damages that such Selling Holder has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission.
Appears in 2 contracts
Samples: Registration Rights Agreement (Tuesday Morning Corp/De), Note Purchase Agreement (Tuesday Morning Corp/De)
By Each Selling Holder. Each Selling Holder agrees severally and not jointly (other than the Selling Holders that are Class B Purchasers, whose obligations will be joint and several) agrees to indemnify and hold harmless the CompanyPartnership, its the General Partner and their respective directors, officers, employees, employees and agents and each Person, if anywho, who directly or indirectly, controls the Company Partnership within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Company 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 a Registration Statement, Statement or any other registration statement contemplated by this Agreement or Agreement, any preliminary prospectus, prospectus supplement relating to the Registrable Securitiesor final prospectus contained therein, or any amendment or supplement thereto or any free writing prospectus relating thereto; provided, however, that the liability of each Selling Holder (other than the Selling Holders that are Class B Purchasers, whose obligations will be joint and several) shall not be greater in amount than the dollar amount of the proceeds (net of any Selling Expenses) received by such Selling Holder Holders from the sale of the Registrable Securities giving rise to such indemnification less the amount of any damages that such Selling Holder has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omissionindemnification.
Appears in 2 contracts
Samples: Registration Rights Agreement (Nextera Energy Partners, Lp), Membership Interest Purchase Agreement (NextEra Energy Partners, LP)
By Each Selling Holder. Each Selling Holder agrees severally and not jointly to indemnify and hold harmless the CompanyUSWS, its directors, officers, employees, employees and agents and each Person, if any, who controls the Company USWS within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Company USWS 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 other registration statement contemplated by this Agreement Statement or prospectus supplement relating to the Registrable Securities, or any amendment or supplement thereto; 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 less the amount of any damages that such Selling Holder has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission.
Appears in 2 contracts
Samples: Registration Rights Agreement (U.S. Well Services, Inc.), Purchase Agreement (U.S. Well Services, Inc.)