Common use of Exception to Indemnity Clause in Contracts

Exception to Indemnity. The indemnity agreement contained in paragraph 6.1 will not apply to (a) amounts paid in settlement of any Stockholder Liability if such settlement is effected without the consent of the Company, which consent will not be unreasonably withheld or (b) any Stockholder Liability to the extent that the Stockholder Liability arises out of, or is based upon, any untrue statement or alleged untrue statement or omission or alleged omission made in connection with the registration statement, preliminary or final prospectus, or amendments or supplements thereto, in reliance upon, and in conformity with, written information furnished to the Company for use in connection with the registration statement by the Holder or Controlling Party.

Exception to Indemnity. The indemnity agreement contained in paragraph 6.1 ---------------------- paragraph 4.1 will not apply to (a) amounts paid in settlement of any Stockholder Liability if such settlement is effected without the consent of the Company, which consent will not be unreasonably withheld or withheld; (b) any Stockholder Liability to the extent that the Stockholder Liability arises out of, or is based upon, any untrue statement or alleged untrue statement or omission or alleged omission made in connection with the registration statementRegistration Statement, preliminary or final prospectusProspectus, or amendments or supplements thereto, in reliance upon, and in conformity with, written information furnished to the Company for use in connection with the registration statement Registration Statement by the Holder Selling Stockholder or Controlling Party.