Common use of Indemnification by Each Holder Clause in Contracts

Indemnification by Each Holder. Each Holder, individually and not jointly, shall indemnify and hold harmless the Company, each of its directors, each of its officers and its legal counsel and independent accountants, each underwriter of the Registrable Shares so registered (including any broker or dealer through whom such of the shares may be sold), and each Person, if any, who controls the Company within the meaning of the 1933 Act and the 1934 Act (the "Company Indemnified Parties") and the Holder Indemnified Parties (other than such indemnifying Holder and its controlling Persons, Affiliates, partners, directors, officers, employees and agents) from and against any Loss to which such Company Indemnified Parties and/or Holder Indemnified Parties may become subject, and subject to Section 6.03, also shall indemnify and reimburse each Company Indemnified Party and each such Holder Indemnified Party for all reasonable fees, costs and expenses (including reasonable fees and disbursements of counsel) in connection with preparing for, defending against or settling, prosecuting any appeal of any judgment entered in, or otherwise as a result of any claim, action, suit, hearing, proceeding or investigation, in each case insofar and to the extent (and only insofar and to the extent) as such Loss or such claim, action, suit, hearing, proceeding or investigation arises out of or is based upon any untrue statement or alleged untrue statement of a material fact contained in any Registration Statement pursuant to which any Registrable Shares of such Holder were offered and sold or in any related preliminary, final or summary prospectus, or in any amendment thereof or supplement thereto, 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 the statement or omission related to information about such Holder or its proposed plan of distribution of the Registrable Shares of such Holder covered by such Registration Statement and was made or omitted in reliance upon and in conformity with the latest information about such Holder or its proposed plan of distribution of the Registrable Shares of such Holder covered by such Registration Statement which was provided by such Holder in writing and stated in writing to be specifically for inclusion therein; provided, however, that such Holder will not indemnify or hold harmless any Company Indemnified Party and/or Holder Indemnified Party from or against any such Loss, fee, cost or expense if the untrue statement, omission or alleged untrue statement or omission upon which such Losses or expenses are based was contained in or omitted from (as the case may be) any preliminary prospectus, prospectus or summary prospectus, or any amendment thereof or supplement thereto, used after such time as the Company was advised in writing by or on behalf of such Holder that the information about such Selling Holder contained therein needs to be corrected, revised or supplemented.

Indemnification by Each Holder. Each HolderHolder will, individually severally and not jointly, shall if Registrable Securities held by or issuable to such Holder are included in the securities as to which such registration, qualification or compliance is being effected, indemnify and hold harmless the Company, each of its directorsRepresentatives, each of its officers and its legal counsel and independent accountants, each underwriter of the Registrable Shares so registered (including any broker or dealer through whom such of the shares may be sold), and each Personunderwriter, if any, of the Company’s securities covered by such a Registration Statement, each person who controls the Company within the meaning of the 1933 Act and the 1934 Act (the "Company Indemnified Parties") and the Holder Indemnified Parties (other than such indemnifying Holder and its controlling Persons, Affiliates, partners, directors, officers, employees and agents) from and against any Loss to which such Company Indemnified Parties and/or Holder Indemnified Parties may become subjectSecurities Act, and subject to Section 6.03each other such Holder, also shall indemnify and reimburse each Company Indemnified Party of its Representatives and each person controlling such Holder Indemnified Party for all reasonable feesHolder, costs and expenses (including reasonable fees and disbursements of counsel) in connection with preparing for, defending against or settling, prosecuting any appeal of any judgment entered in, or otherwise as a result of any claim, action, suit, hearing, proceeding or investigation, in each case insofar and to the extent (and only insofar and to the extent) as such Loss or such claim, action, suit, hearing, proceeding or investigation arises damages arising out of or is based upon on (1) any untrue statement (or alleged untrue statement statement) of a material fact contained in any such Registration Statement pursuant to which any Registrable Shares of such Holder were offered and sold Statement, Prospectus, offering circular or in any related preliminaryother document, final or summary prospectus, or in any amendment thereof or supplement thereto, or (2) any omission (or alleged omission 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, therein not misleading, if the statement or omission related to information about (3) any violation by such Holder or its proposed plan of distribution of the Registrable Shares of such Holder Securities Act, the Securities Exchange Act, any state securities law or any rule or regulation promulgated under the Securities Act, the Securities Exchange Act, or any state securities law in connection with the offering covered by such Application, in each case of (1) and (2) to the extent, but only to the extent, that such untrue statement (or alleged untrue statement) or omission (or alleged omission) is made in such Registration Statement and was made Statement, Prospectus, offering circular or omitted other document in reliance upon and in conformity with written information furnished to the latest information about such Holder or its proposed plan of distribution of the Registrable Shares of such Holder covered Company by such Registration Statement which was provided an instrument duly executed by such Holder in writing and stated in writing to be specifically for inclusion use therein; provided, however, that the total amount for which any Holder shall be liable under this Section 6.2 shall not in any event exceed the aggregate net proceeds received by such Holder will from the sale of Registrable Securities held by such Holder in such registration. Notwithstanding the foregoing, the indemnity agreement contained in this Section shall not indemnify or hold harmless any Company Indemnified Party and/or Holder Indemnified Party from or against apply to amounts paid in settlement of any such Lossclaim, feeloss, cost or expense if the untrue statementdamage, omission or alleged untrue statement or omission upon which such Losses or expenses are based was contained in or omitted from (as the case may be) any preliminary prospectus, prospectus or summary prospectusliability, or any amendment thereof or supplement thereto, used after action if such time as settlement is effected without the Company was advised in writing by or on behalf consent of such Holder that the information about such Selling Holder contained therein needs to (which consent shall not be corrected, revised or supplementedunreasonably withheld).

Indemnification by Each Holder. Each Holder, individually and not jointly, shall Holder requesting or joining in a registration will indemnify and hold harmless the Company, each of its directors, each of its officers and its legal counsel and independent accountants, each underwriter of the Registrable Shares securities so registered (including any broker or dealer through whom such of registered, the shares may be sold), Company and its officers and directors and each Person, if any, who controls the Company any thereof (within the meaning of the 1933 Act and the 1934 Act (the "Company Indemnified Parties"Securities Act) and the their respective successors in title and assigns, and any other Holder Indemnified Parties (selling securities under such registration statement or any of such other than such indemnifying Holder and its controlling Persons, Affiliates, Holder’s partners, directorsdirectors or officers or any person who controls such Holder, officers, employees and agents) from and against any Loss to which such Company Indemnified Parties and/or Holder Indemnified Parties may become subjectand all claims, losses, damages and subject to Section 6.03, also shall indemnify and reimburse each Company Indemnified Party and each such Holder Indemnified Party for all reasonable fees, costs and expenses liabilities (including reasonable fees and disbursements of counselor actions in respect thereof) in connection with preparing for, defending against or settling, prosecuting any appeal of any judgment entered in, or otherwise as a result of any claim, action, suit, hearing, proceeding or investigation, in each case insofar and to the extent (and only insofar and to the extent) as such Loss or such claim, action, suit, hearing, proceeding or investigation arises arising out of or is based upon on any untrue statement (or alleged untrue statement statement) of a any material fact contained in any Registration Statement pursuant Prospectus, offering circular or other document incident to which any Registrable Shares of such Holder were offered and sold registration, qualification or compliance (or in any related preliminaryRegistration Statement, final notification or summary prospectus, or in any amendment thereof or supplement thereto, the like) or any omission (or alleged omission omission) to state therein a any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, statement therein not misleading, if the statement or omission related to information about and such Holder will reimburse each underwriter, the Company and each other Person indemnified pursuant to this paragraph (b) for any legal and any other expenses reasonably incurred in connection with investigating or its proposed plan of distribution of the Registrable Shares of defending any such Holder covered by such Registration Statement and was made claim, loss, damage, liability or omitted in reliance upon and in conformity with the latest information about such Holder or its proposed plan of distribution of the Registrable Shares of such Holder covered by such Registration Statement which was provided by such Holder in writing and stated in writing to be specifically for inclusion thereinaction; provided, however, that this paragraph (b) shall apply only if (and only to the extent that) such Holder will not indemnify or hold harmless any Company Indemnified Party and/or Holder Indemnified Party from or against any such Loss, fee, cost or expense if the untrue statement, omission or alleged untrue statement or omission was made in reliance upon which written information furnished to such Losses underwriter or expenses are based was contained the Company in an instrument duly executed by such Holder and stated to be specifically for use in such Prospectus, offering circular or omitted from other document (as or related Registration Statement, notification or the case may belike) any preliminary prospectus, prospectus or summary prospectus, or any amendment thereof or supplement thereto; and, used after such time as provided further, that each Holder's liability hereunder with respect to any particular registration shall be limited to an amount equal to the Company was advised in writing net proceeds received by or on behalf of such Holder that from the information about Investor Securities sold by such Selling Holder contained therein needs to be corrected, revised or supplementedin such registration.

Indemnification by Each Holder. Each HolderHolder will, individually severally and not jointly, shall if Registrable Securities held by or issuable to such Holder are included in the securities as to which such registration, qualification or compliance is being effected, indemnify and hold harmless the Company, each of its directorsRepresentatives, each of its officers and its legal counsel and independent accountants, each underwriter of the Registrable Shares so registered (including any broker or dealer through whom such of the shares may be sold), and each Personunderwriter, if any, of the Company’s securities covered by such a Registration Statement, each person who controls the Company within the meaning of the 1933 Act and the 1934 Act (the "Company Indemnified Parties") and the Holder Indemnified Parties (other than such indemnifying Holder and its controlling Persons, Affiliates, partners, directors, officers, employees and agents) from and against any Loss to which such Company Indemnified Parties and/or Holder Indemnified Parties may become subjectSecurities Act, and subject to Section 6.03each other such Holder, also shall indemnify and reimburse each Company Indemnified Party of its Representatives and each person controlling such Holder Indemnified Party for all reasonable feesHolder, costs and expenses (including reasonable fees and disbursements of counsel) in connection with preparing for, defending against or settling, prosecuting any appeal of any judgment entered in, or otherwise as a result of any claim, action, suit, hearing, proceeding or investigation, in each case insofar and to the extent (and only insofar and to the extent) as such Loss or such claim, action, suit, hearing, proceeding or investigation arises damages arising out of or is based upon on (1) any untrue statement (or alleged untrue statement statement) of a material fact contained in any such Registration Statement pursuant to which any Registrable Shares of such Holder were offered and sold Statement, Prospectus, offering circular or in any related preliminaryother document, final or summary prospectus, or in any amendment thereof or supplement thereto, or (2) any omission (or alleged omission 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, therein not misleading, if the statement or omission related to information about (3) any violation by such Holder or its proposed plan of distribution of the Registrable Shares of such Holder Securities Act, the Securities Exchange Act, any state securities law or any rule or regulation promulgated under the Securities Act, the Securities Exchange Act, or any state securities law in connection with the offering covered by such Application, in each case of (1) and (2) to the extent, but only to the extent, that such untrue statement (or alleged untrue statement) or omission (or alleged omission) is made in such Registration Statement and was made Statement, Prospectus, offering circular or omitted other document in reliance upon and in conformity with written information furnished to the latest information about such Holder or its proposed plan of distribution of the Registrable Shares of such Holder covered Company by such Registration Statement which was provided an instrument duly executed by such Holder in writing and stated in writing to be specifically for inclusion use therein; provided, however, that the total amount for which any Holder shall be liable under this Section b shall not in any event exceed the aggregate net proceeds received by such Holder will from the sale of Registrable Securities held by such Holder in such registration. Notwithstanding the foregoing, the indemnity agreement contained in this Section shall not indemnify or hold harmless any Company Indemnified Party and/or Holder Indemnified Party from or against apply to amounts paid in settlement of any such Lossclaim, feeloss, cost or expense if the untrue statementdamage, omission or alleged untrue statement or omission upon which such Losses or expenses are based was contained in or omitted from (as the case may be) any preliminary prospectus, prospectus or summary prospectusliability, or any amendment thereof or supplement thereto, used after action if such time as settlement is effected without the Company was advised in writing by or on behalf consent of such Holder that the information about such Selling Holder contained therein needs to (which consent shall not be corrected, revised or supplementedunreasonably withheld).