Common use of Covenants of Holder Clause in Contracts

Covenants of Holder. The Holder hereby agrees (a) to cooperate with the Company and to furnish to the Company all such information (including customary investor questionnaires) concerning its plan of distribution and ownership interests with respect to its Registrable Shares in connection with the preparation of each Registration Statement with respect to the Holder’s Registrable Shares and any filings with any state securities commissions as the Company may reasonably request, (b) to indemnify the Company, its officers, directors, employees, agents, representatives and Affiliates, and each Person, if any, who controls the Company within the meaning of the Securities Act, and each other Person, if any, subject to liability because of his, her or its connection with the Company, against any and all losses, claims, damages, actions, liabilities, costs and expenses (including without limitation reasonable fees, expenses and disbursements of attorneys and other professionals), joint or several, arising out of or based upon any untrue statement or alleged untrue statement of material fact contained in any such Registration Statement or the Prospectus contained therein, or any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, if and only to the extent that such statement or omission occurs from reliance upon and in conformity with written information regarding the Holder, his, her or its plan of distribution or his, her or its ownership interests, that was furnished to the Company in writing by the Holder pursuant to an investor questionnaire or otherwise expressly for use therein unless such statement or omission was corrected in writing to the Company prior to the date one day prior to the date of the final Prospectus (as supplemented or amended, as the case may be).

Covenants of Holder. The Holder hereby agrees (a) to cooperate with the ------------------- Company and to furnish to the Company all such information (including customary investor questionnaires) concerning its plan of distribution and ownership interests with respect to its Registrable Registerable Shares in connection with the preparation of each a Registration Statement with respect to the Holder’s Registrable 's Registerable Shares and any filings with any state securities commissions as the Company may reasonably request, (b) to deliver or cause delivery of the Prospectus contained in such Registration Statement to any purchaser of the shares covered by such Registration Statement from the Holder and (c) to indemnify the Company, its officers, directors, employees, agents, representatives and Affiliates, and each Personperson, if any, who controls the Company within the meaning of the Securities Act, and each other Personperson or entity, if any, subject to liability because of his, her or its connection with the Company, against any and all losses, claims, damages, actions, liabilities, costs and expenses (including without limitation reasonable fees, expenses and disbursements of attorneys and other professionals), joint or several, arising out of or based upon (i) any untrue statement or alleged untrue statement of material fact contained in any either such Registration Statement or the Prospectus contained therein, or any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, if and only to the extent that such statement or omission occurs from reliance upon and in conformity with written information regarding the Holder, his, her or its plan of distribution or his, her or its ownership interests, that which was furnished to the Company in writing by the Holder pursuant to an investor questionnaire or otherwise expressly for use therein unless such statement or omission was corrected in writing to the Company prior to the date one day prior to the date of the final Prospectus prospectus (as supplemented or amended, as the case may be)) or (ii) the failure by the Holder to deliver or cause to be delivered the Prospectus contained in such Registration Statement (as amended or supplemented, if applicable) furnished by the Company to the Holder to any purchaser of the shares covered by such Registration Statement from the Holder through no fault of the Company.

Covenants of Holder. The Each Holder hereby agrees (a) to cooperate with the Company and to furnish to the Company Company, in a timely manner, all such information (including customary investor questionnaires) concerning its plan of distribution and ownership interests with respect to its Registrable Shares in connection with the preparation of each the Resale Registration Statement with respect to the such Holder’s 's Registrable Shares and any filings with any state securities commissions as the Company may reasonably request, (b) to deliver to the selling broker (if applicable) or to otherwise cause delivery of the prospectus contained in the Resale Registration Statement to any purchaser of the Shares covered by the Resale Registration Statement from such Holder and (c) the Initial Holder and each Holder, severally and not jointly, agree to indemnify the Company, its officers, directors, employees, agents, representatives and Affiliatesaffiliates, and each Personperson, if any, who controls the Company within the meaning of the Securities Act, and each other Personperson, if any, subject to liability because of his, her or its his connection with the Company, against any and all losses, claims, damages, actions, liabilities, costs and expenses (including without limitation reasonable fees, expenses and disbursements of attorneys and other professionals), joint or several, arising out of or based upon (i) any untrue statement or alleged untrue statement of material fact contained in any such either the Resale Registration Statement or the Prospectus prospectus contained therein, or (ii) any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, if and only to the extent that such statement or omission occurs from reliance arose out of or was based upon and in conformity with written information regarding the Holder, his, her such Holder or its plan of distribution or his, her or its ownership interests, that which was furnished to the Company in writing by the such Holder pursuant to an investor questionnaire or otherwise expressly for use therein unless therein, (iii) any violation by a Holder of the Securities Act, any state securities act or "Blue Sky" laws or any sale or regulation thereunder in connection with such statement registration or omission was corrected in writing (iv) the failure by such Holder to deliver to the selling broker (if applicable) or to otherwise cause to be delivered the prospectus contained in the Resale Registration Statement (as amended or supplemented, if applicable) furnished by the Company prior to such Holder to any purchaser of the Shares covered by the Resale Registration Statement from such Holder. Notwithstanding the foregoing, in no event will a Holder have any obligation under this Section 6 for amounts the Company pays in settlement of any such loss, claim, damage, liability or action if such settlement is effected without the consent of such Holder (which consent shall not be unreasonably withheld) and in no event shall the liability of any Holder for indemnification under this Section 6 in its capacity as a seller of Registrable Securities exceed the amount equal to the date one day prior proceeds to such Holder from the sale of securities by such Holder which gave rise to the date incurrence of the final Prospectus (as supplemented or amended, as the case may be)such indemnification.

Covenants of Holder. The Holder hereby agrees (a) to cooperate with the Company and to furnish to the Company all such information (including customary investor questionnaires) concerning its plan of distribution and ownership interests with respect to its Registrable Shares in connection with the preparation of each Registration Statement with respect to the Holder’s 's Registrable Shares and any filings with any state securities commissions as the Company may reasonably request, (b) to indemnify the Company, its officers, directors, employees, agents, representatives and Affiliates, and each Person, if any, who controls the Company within the meaning of the Securities Act, and each other Person, if any, subject to liability because of his, her or its connection with the Company, against any and all losses, claims, damages, actions, liabilities, costs and expenses (including without limitation reasonable fees, expenses and disbursements of attorneys and other professionals), joint or several, arising out of or based upon any untrue statement or alleged untrue statement of material fact contained in any such Registration Statement or the Prospectus contained therein, or any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, if and only to the extent that such statement or omission occurs from reliance upon and in conformity with written information regarding the Holder, his, her or its plan of distribution or his, her or its ownership interests, that was furnished to the Company in writing by the Holder pursuant to an investor questionnaire or otherwise expressly for use therein unless such statement or omission was corrected in writing to the Company prior to the date one day prior to the date of the final Prospectus (as supplemented or amended, as the case may be).