Common use of By the Underwriters Clause in Contracts

By the Underwriters. Each Underwriter agrees, severally but not jointly, to indemnify and hold harmless the Company, each of its directors, each of its officers who has signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Act or Section 20 of the Exchange Act, against any and all losses, claims, damages or liabilities, joint or several (and actions in respect thereof), to which the Company, its directors, each of its officers who has signed the Registration Statement or such controlling person may become subject, under the Act or other federal or state statutory law or regulation, at common law or otherwise, insofar as such losses, claims, damages, liabilities or actions arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained in the Registration Statement or the Prospectus or any Preliminary Prospectus, or any amendment or supplement thereto, or arise out of or are based upon the omission or alleged omission therein of a material fact required to be stated therein or necessary to make the statements therein not misleading, in each case to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with information furnished in writing by that Underwriter through the Representatives to the Company expressly for use therein, and will reimburse, as incurred, the Company, its directors, each of its officers who has signed the Registration Statement and such controlling persons for any legal or other expenses reasonably incurred by the Company or any such person in connection with investigating, defending or appearing as a third-party witness in connection with any such loss, claim, damage, liability or action. The indemnity agreement contained in this paragraph (b) shall be in addition to any liability that the Underwriters may otherwise have.

By the Underwriters. Each Underwriter agreesUnderwriter, severally but and not ------------------- jointly, agrees to indemnify and hold harmless the Company, each of its directorsSelling Stockholder, each director of its officers the Company, each officer of the Company who has shall have signed the Registration Statement Statement, and each other person, if any, who controls the Company within the meaning of Section 15 of the Act or Section 20 20(a) of the Exchange Act, against any to the same extent as the foregoing indemnity from the Company and all losses, claims, damages or liabilities, joint or Selling Stockholders to the several (and actions Underwriters in respect thereofSection 9(a), but only with respect to which the Companystatements or omissions, its directorsif any, each of its officers who has signed the Registration Statement or such controlling person may become subject, under the Act or other federal or state statutory law or regulation, at common law or otherwise, insofar as such losses, claims, damages, liabilities or actions arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained made in the Registration Statement Statement, any Preliminary Prospectus, or the Prospectus (as from time to time amended and supplemented), or any amendment or supplement thereto, or in any application, in reliance upon, and in conformity with, written information furnished to the Company with respect to the Underwriters through you expressly for inclusion in the Registration Statement, any Preliminary Prospectus, or the Prospectus, or any amendment or supplement thereto, or arise out in any application, as the case may be; provided, however, that any obligation of or are based upon any -------- ------- Underwriter to provide indemnity under the omission or alleged omission therein provisions of a material fact required this Section 9(d) shall not be in excess of the underwriting discount and commission applicable to be stated therein or necessary to make the Shares purchased by such Underwriter hereunder. For all purposes of this Agreement, the Company and the Selling Stockholders acknowledge that the statements therein not misleading, set forth in each case the second paragraph under the caption "Underwriting," as they relate to the extentselling concession and reallowance, but constitute the only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with information furnished in writing by that by, or on behalf of, any Underwriter through expressly for inclusion in the Representatives Registration Statement, any Preliminary Prospectus, or the Prospectus, or any amendment or supplement thereto, or in any application, as the case may be. If any action shall be brought against the Company, any selling Stockholder or any other person so indemnified based on the Registration Statement, any Preliminary Prospectus, or the Prospectus, or any amendment or supplement thereto, or any application, and in respect of which indemnity may be sought against any Underwriter pursuant to this Section 9(d), any Underwriter shall have the rights and duties given to the Company expressly for use thereinor such Selling Stockholder, and will reimburse, as incurred, the Company, its directors, each of its officers who has signed the Registration Statement and such controlling persons for any legal or other expenses reasonably incurred by the Company or any such Selling Stockholder and each other person in connection with investigatingso indemnified shall have the rights and duties given to the indemnified parties, defending or appearing as a third-party witness in connection with any such loss, claim, damage, liability or action. The indemnity agreement contained in this paragraph (b) shall be in addition to any liability that by the Underwriters may otherwise haveprovisions of Section 9(c).