Common use of Company's Indemnification Clause in Contracts

Company's Indemnification. The Company hereby agrees to indemnify and hold harmless each Selling Shareholder, its officers and directors, and each other person, if any, who controls the Selling Shareholders within the meaning of the Act, against any losses, claims, damages or liabilities, joint or several, to which the Selling Shareholders or any such person controlling the Selling Shareholders may become subject under the Act or otherwise, insofar as such losses, claims, damages or liabilities (or proceedings in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained, on the effective date thereof, in the Registration Statement, or in any amendment or supplement thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact necessary to make the statements therein not misleading, and will reimburse the Selling Shareholders or such person controlling the Selling Shareholders for any legal or other expenses reasonably incurred in connection with investigating or defending any such loss, claim, damage, liability or proceeding; provided, however, that the Company will not be liable in any such case to the extent that any such loss, claim, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement or omission or alleged omission made in such Registration Statement, amendment or supplement in reliance upon and in conformity with written information furnished to the Company by the Selling Shareholders.

Company's Indemnification. The Company hereby agrees to will indemnify and hold harmless each Selling Shareholder, its officers and directors, and each other person, if any, who controls the Selling Shareholders within the meaning of the Act, Stockholder against any losses, claims, expenses, damages or liabilitiesliabilities (including reasonable attorneys' fees), joint or several, to which the Selling Shareholders or any such person controlling the Selling Shareholders may become Stockholder becomes subject under the Act or otherwiseAct, insofar as such losses, claims, expenses, damages or liabilities (or proceedings actions in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained, on the effective date thereof, contained in the Registration Statementregistration statement under which such Registerable Securities were registered under the Act pursuant to Section 1 hereof, any prospectus contained therein which is utilized, or in any amendment or supplement theretothereof, or arise out of or are based upon the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, and (subject to Section 2(c)) will reimburse the Selling Shareholders or such person controlling the Selling Shareholders Stockholder for any legal or other expenses reasonably incurred by it in connection with investigating or defending any such loss, claim, expense, damage, liability or proceedingaction; provided, however, that the Company will not be liable in any such case if and to the extent that any such loss, claim, expense, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement or omission or alleged omission so made in such Registration Statement, amendment or supplement in reliance upon and in conformity with written information furnished to the Company by the Selling Shareholdersany Stockholder.

Company's Indemnification. The Company hereby agrees to indemnify ------------------------- and hold harmless each Selling Shareholder, its officers and directors, and each other person, if any, who controls the Selling Shareholders within the meaning of the Act, against any losses, claims, damages or liabilities, joint or several, to which the such Selling Shareholders Shareholder or any such person controlling the such Selling Shareholders Shareholder may become subject under the Act or otherwise, insofar as such losses, claims, damages or liabilities (or proceedings in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained, on the effective date thereof, in the Registration Statement, or in any amendment or supplement thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact necessary to make the statements therein not misleading, and will reimburse the such Selling Shareholders Shareholder or such person controlling the such Selling Shareholders Shareholder for any legal or other expenses reasonably incurred in connection with investigating or defending any such loss, claim, damage, liability or proceeding; provided, however, that the Company will not be liable in any such case to the extent that any such loss, claim, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement or omission or alleged omission made in such Registration Statement, amendment or supplement in reliance upon and in conformity with written information furnished to the Company by the such Selling ShareholdersShareholder.

Company's Indemnification. The Company hereby agrees to indemnify ------------------------- and hold harmless each Selling Shareholder, its officers and directors, and each other person, if any, who controls the Selling Shareholders Shareholder within the meaning of the Act, against any losses, claims, damages or liabilities, joint or several, to which the Selling Shareholders Shareholder or any such person controlling the Selling Shareholders Shareholder may become subject under the Act or otherwise, insofar as such losses, claims, damages or liabilities (or proceedings in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained, on the effective date thereof, in the Registration Statement, or in any amendment or supplement thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact necessary to make the statements therein not misleading, and will reimburse the Selling Shareholders Shareholder or such person controlling the Selling Shareholders Shareholder for any legal or other expenses reasonably incurred in connection with investigating or defending any such loss, claim, damage, liability or proceeding; provided, however, that the Company will not be liable in any such case to the extent that any such loss, claim, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement or omission or alleged omission made in such Registration Statement, amendment or supplement in reliance upon and in conformity with written information furnished to the Company by the Selling ShareholdersShareholder.

Company's Indemnification. The Company hereby agrees to indemnify and hold harmless each Selling Shareholder, its officers and directors, and each other person, if any, who controls the Selling Shareholders within the meaning of the Act, against any losses, claims, damages or liabilities, joint or several, to which the Selling Shareholders or any such person controlling the Selling Shareholders may become subject under the Act or otherwise, insofar as such losses, claims, damages or liabilities (or proceedings in respect thereof) arise out of or are based upon any untrue statement or alleged untrue statement of any material fact contained, on the effective date thereof, in the Registration Statement, or in any amendment or supplement thereto, or arise out of or are based upon the omission or alleged omission to state therein a material fact necessary to make the statements therein not misleading, and will reimburse the Selling Shareholders or such person controlling the Selling Shareholders for any legal or other expenses reasonably incurred in connection with investigating or defending any such loss, claim, damage, liability or proceeding; provided, however, that the Company will not be liable in any such case to the extent that any such loss, claim, damage or liability arises out of or is based upon an untrue statement or alleged untrue statement or omission or alleged omission made in such Registration Statement, amendment or supplement in reliance upon and in conformity with written information furnished to the Company by the a Selling ShareholdersShareholder.