Common use of Holder Indemnity Clause in Contracts

Holder Indemnity. (a) To the maximum extent permitted by Law, each selling Holder that has included Registrable Securities in a Registration will, severally and not jointly, indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, any other Holder selling securities in connection with such Registration and each Person, if any, who controls (within the meaning of the Securities Act) the Company, or other Holder, against any losses, claims, damages or Liabilities (joint or several) to which any of the foregoing Persons may become subject, under Applicable Securities Laws, or any rule or regulation promulgated under Applicable Securities Laws, insofar as such losses, claims, damages or Liabilities (or actions in respect thereto) arise out of or are based upon any Violation, in each case to the extent (and only to the extent) that such Violation occurs solely in reliance upon and in conformity with written information furnished by such Holder for use in connection with such Registration; and each such Holder will reimburse, as incurred, any Person intended to be indemnified pursuant to this Section 5.2, for any legal or other expenses reasonably incurred by such Person in connection with investigating or defending any such loss, claim, damage, Liability or action. No Holder’s Liability under this Section 5.2 (when combined with any amounts paid by such Holder pursuant to Section 5.4) shall exceed the net proceeds received by such Holder from the offering of securities made in connection with that Registration. (b) The indemnity contained in this Section 5.2 shall not apply to amounts paid in settlement of any such loss, claim, damage, Liability or action if such settlement is effected without the consent of the Holder (which consent shall not be unreasonably withheld or delayed).

Holder Indemnity. (a) To the maximum extent permitted by Lawapplicable law, each selling Holder that has included Registrable Securities in a Registration will, severally and not jointly, indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statementofficers, legal counsel and accountants, any underwriter, any other Holder selling securities Registrable Securities in connection with such Registration and each Person, if any, who controls (within the meaning of the Securities Act) the Company, such underwriter or other Holder, against any losses, claims, damages or Liabilities liabilities (joint or several) to which any of the foregoing Persons may become subject, under Applicable Securities Laws, or any rule or regulation promulgated under Applicable Securities Laws, insofar as such losses, claims, damages or Liabilities liabilities (or actions in respect thereto) solely arise out of or are solely based upon any Violation, in each case to the extent (and only to the extent) that such Violation occurs solely in reliance upon and in conformity with written information furnished by such Holder expressly for use in connection with such Registration; and each such Holder will reimburse, as incurred, any Person intended to be indemnified pursuant to this Section 5.2, for any legal or other expenses reasonably incurred by such Person in connection with investigating or defending any such loss, claim, damage, Liability or action. No Holder’s Liability under this Section 5.2 (when combined with any amounts paid by such Holder pursuant to Section 5.4) shall exceed the net proceeds received by such Holder from the offering of securities made in connection with that Registration.Appendix A-2 - 7 (b) The indemnity contained in this Section 5.2 shall not apply to amounts paid in settlement of any such loss, claim, damage, Liability liability or action if such settlement is effected without the consent of the Holder (which consent shall not be unreasonably withheld or delayedwithheld). (c) In no event shall any indemnity under this Section 5.2 exceed the net proceeds from the offering received by such Holder.

Holder Indemnity. (a) To the maximum extent permitted by Lawapplicable laws, each selling Holder that has included Registrable Securities in a Registration will, severally and not jointly, indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statementofficers, legal counsel and accountants, any underwriter, any other Holder selling securities in connection with such Registration and each Person, if any, who controls (within the meaning of the Securities Act) the Company, such underwriter or other Holder, against any losses, claims, damages damages, expenses or Liabilities liabilities (joint or several) to which any of the foregoing Persons persons may become subject, under Applicable Securities Lawsapplicable securities laws, or any rule or regulation promulgated under Applicable Securities Lawsapplicable securities laws, insofar as such losses, claims, damages damages, expenses or Liabilities liabilities (or actions in respect thereto) arise out of or are based upon any Violation, in each case to the extent (and only to the extent) that such Violation occurs solely in reliance upon and in conformity with written information furnished by such Holder in a certificate expressly for use in connection with such Registration; and each such Holder will reimburse, as incurred, reimburse any Person intended to be indemnified pursuant to this Section 5.2, for any legal or other expenses reasonably incurred by such Person in connection with investigating or defending any such losslosses, claimclaims, damagedamages, Liability expenses, liabilities or actionactions. No Holder’s Liability liability under this Section 5.2 (when combined with any amounts paid by such Holder pursuant to Section 5.4) shall exceed the net proceeds (less underwriting discounts and selling commissions) received by such Holder from the offering of securities made in connection with that Registration. (b) The indemnity contained in this Section 5.2 shall not apply to amounts paid in settlement of any such losslosses, claimclaims, damagedamages, Liability expenses, liabilities or action actions if such settlement is effected without the consent of the Holder (which consent shall not be unreasonably withheld or delayed).

Holder Indemnity. (a) To the maximum fullest extent permitted by Lawlaw, each selling Holder that has included Registrable Securities in a Registration willshall indemnify, severally and not jointly, indemnify defend and hold harmless the Company, its affiliates, its counsel, officers, directors, each of its officers who signed the Registration Statementshareholders and representatives, any other Holder selling securities underwriter (as defined in connection with such Registration and each Person, if any, who controls (within the meaning of the Securities Act) the Company, or other Holder), against any losses, claims, damages or Liabilities damages, liabilities (joint or several) to which any of the foregoing Persons they may become subject, subject under Applicable Securities Laws, any federal or any rule or regulation promulgated under Applicable Securities Laws, insofar as such losses, claims, damages or Liabilities state securities law (or actions in respect thereto) arise out of or are based upon any Violation, in each case to the extent (and only to the extent) that such Violation occurs solely in reliance upon and in conformity with written information furnished by such Holder for use in connection with such Registration; and each such Holder will reimburseshall reimburse the Company, as incurredits affiliates, any Person intended to be indemnified pursuant to this Section 5.2counsel, officers, directors, shareholders, representatives, underwriters or controlling persons for any legal or other expenses reasonably incurred by such Person them in connection with investigating or defending any such loss, claim, damage, Liability liability or action. No Holder’s Liability under this Section 5.2 ) to the extent, and solely to the extent, that such losses, claims, damages, liabilities or expenses (when combined or actions in respect thereof) are finally determined by a court of competent jurisdiction to arise directly arise out of any statements made by the Company in reliance upon and in conformity with any amounts paid written information provided by each such Holder pursuant to Section 5.4) shall exceed the net proceeds received by such Holder from the offering of securities made Company expressly for use in connection with such registration of the Shares; provided, however, that Registration. (b) The the indemnity contained in this Section 5.2 4(b) shall not apply to amounts paid in settlement of any such loss, claim, damage, Liability liability or action if such settlement is effected without the prior written consent of the Holder (Holders, which consent shall not be unreasonably withheld or delayed)withheld; provided, further, that, in no event shall the liability of any Holder under this Section 4(b) exceed the net proceeds from the offering received by such Holder.

Holder Indemnity. (a) To the maximum extent permitted by Law, each selling Holder that has included any Registrable Securities in a Registration will, severally and not jointly, indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statementdirectors and officers, any other Holder selling securities in connection with such Registration and each Person, if any, who controls (within the meaning of as defined in the Securities Act) the Company, such underwriter or other Holder, against any losses, claims, damages or Liabilities liabilities (joint or several) to which any of the foregoing Persons persons may become subject, under Applicable Securities Laws, or any rule or regulation promulgated under Applicable Securities Laws, insofar as such losses, claims, damages or Liabilities liabilities (or actions in respect thereto) arise out of or are based upon any Violation, in each case to the extent (and only to the extent) that such Violation occurs solely in reliance upon and in conformity with written information furnished by such Holder for use in connection with such Registration; and each such Holder will reimburse, as incurred, any Person intended to be indemnified pursuant to this Section 5.2, for any legal or other expenses reasonably incurred by such Person in connection with investigating or defending any such loss, claim, damage, Liability liability or action. No None of the Holder’s Liability liabilities under this Section 5.2 (when combined with any amounts paid by such Holder pursuant to Section 5.4) shall exceed the net proceeds received by such Holder from the offering of securities made in connection with that Registration. (b) The indemnity contained in this Section 5.2 shall not apply to amounts paid in settlement of any such loss, claim, damage, Liability liability or action if such settlement is effected without the consent of the Holder (which consent shall not be unreasonably withheld withheld, conditional, or delayed).

Holder Indemnity. (a) To the maximum extent permitted by Lawapplicable law, each selling Holder that has included Registrable Securities in a Registration will, severally and not jointly, indemnify and hold harmless the CompanyListco, its directors, each of its officers who signed the Registration Statementofficers, legal counsel and accountants, any underwriter, any other Holder selling securities Registrable Securities in connection with such Registration and each Person, if any, who controls (within the meaning of the Securities Act) the CompanyListco, such underwriter or other Holder, against any losses, claims, damages or Liabilities liabilities (joint or several) to which any of the foregoing Persons may become subject, under Applicable Securities Laws, or any rule or regulation promulgated under Applicable Securities Laws, insofar as such losses, claims, damages or Liabilities liabilities (or actions in respect thereto) solely arise out of or are solely based upon any Violation, in each case to the extent (and only to the extent) that such Violation occurs solely in reliance upon and in conformity with written information furnished by such Holder expressly for use in connection with such Registration; and each such Holder will reimburse, as incurred, any Person intended to be indemnified pursuant to this Section 5.2, for any legal or other expenses reasonably incurred by such Person in connection with investigating or defending any such loss, claim, damage, Liability or action. No Holder’s Liability under this Section 5.2 (when combined with any amounts paid by such Holder pursuant to Section 5.4) shall exceed the net proceeds received by such Holder from the offering of securities made in connection with that Registration. (b) The indemnity contained in this Section 5.2 shall not apply to amounts paid in settlement of any such loss, claim, damage, Liability liability or action if such settlement is effected without the consent of the Holder (which consent shall not be unreasonably withheld or delayedwithheld). (c) In no event shall any indemnity under this Section 5.2 exceed the net proceeds from the offering received by such Holder.

Holder Indemnity. (a) To the maximum extent permitted by Law, each selling Holder that has included Registrable Securities in a Registration will, severally and not jointly, indemnify and hold harmless the Company, its directorsdirectors and officers, each of its officers who signed underwriters (as defined in the Registration StatementSecurities Act), any other Holder selling securities in connection with such Registration and each Person, if any, who controls (within the meaning of the Securities Act) the Company, such underwriter or other Holder, against any losses, claims, damages or Liabilities liabilities (joint or several) to which any of the foregoing Persons persons may become subject, under Applicable Securities Laws, or any rule or regulation promulgated under Applicable Securities Laws, insofar as such losses, claims, damages or Liabilities liabilities (or actions in respect thereto) arise out of or are based upon any Violation, in each case to the extent (and only to the extent) that such Violation occurs solely in reliance upon and in conformity with written information furnished by such Holder for use in connection with such Registration; and each such Holder will reimburse, as incurred, any Person intended to be indemnified pursuant to this Section 5.2, for any legal or other expenses reasonably incurred by such Person in connection with investigating or defending any such loss, claim, damage, Liability liability or action. No Holder’s Liability liability under this Section 5.2 (when combined with any amounts paid by such Holder pursuant to Section 5.4) shall exceed the net proceeds received by such Holder from the offering of securities made in connection with that Registration, except in the case of fraud or willful misconduct by such Holder. (b) The indemnity contained in this Section 5.2 shall not apply to amounts paid in settlement of any such loss, claim, damage, Liability liability or action if such settlement is effected without the consent of the Holder (which consent shall not be unreasonably withheld or delayed).

Holder Indemnity. (a) To the maximum extent permitted by Lawapplicable law, each selling Holder that has included Registrable Securities in a Registration will, severally and not jointly, indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statementofficers, legal counsel and accountants, any underwriter, any other Holder selling securities Registrable Securities in connection with such Registration and each Person, if any, who controls (within the meaning of the Securities Act) the Company, such underwriter or other Holder, against any losses, claims, damages or Liabilities liabilities (joint or several) to which any of the foregoing Persons may become subject, under Applicable Securities Laws, or any rule or regulation promulgated under Applicable Securities Laws, insofar as such losses, claims, damages or Liabilities liabilities (or actions in respect thereto) solely arise out of or are solely based upon any Violation, in each case to the extent (and only to the extent) that such Violation occurs solely in reliance upon and in conformity with written information furnished by such Holder expressly for use in connection with such Registration; and each such Holder will reimburse, as incurred, any Person intended to be indemnified pursuant to this Section 5.2, for any legal or other expenses reasonably incurred by such Person in connection with investigating or defending any such loss, claim, damage, Liability or action. No Holder’s Liability under this Section 5.2 (when combined with any amounts paid by such Holder pursuant to Section 5.4) shall exceed the net proceeds received by such Holder from the offering of securities made in connection with that Registration. (b) The indemnity contained in this Section 5.2 shall not apply to amounts paid in settlement of any such loss, claim, damage, Liability liability or action if such settlement is effected without the consent of the Holder (which consent shall not be unreasonably withheld or delayedwithheld). (c) In no event shall any indemnity under this Section 5.2 exceed the net proceeds from the offering received by such Holder.