Common use of Indemnification by Holder Clause in Contracts

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor Purchaser will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's ’s fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor Purchaser to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor a Purchaser be greater in amount than the dollar amount of the proceeds (net of all expense expenses paid by such Investor Purchaser and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor Purchaser upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon the sale of the Registrable Securities, Second Closing Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 1933 Xxx) against xxainst any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from or arising out of (i) any failure by the Investor to comply with the prospectus delivery requirements or (ii) any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each the Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, agrees to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's ’s fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each the Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, agrees to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor the Holder will furnish to the Company in writing such information as required by the Company reasonably requests 1933 Act concerning the holders of Registrable Securities and Additional Registrable Securities Holder or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, agrees to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement of a material fact in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement is contained or such omission is contained made in any information about the Holder furnished in writing by such Investor Holder to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor the Holder be greater in amount than the dollar amount of the proceeds (net of the cost of the Registrable Securities and Additional Registrable Securities sold and all expense expenses paid by such Investor the Holder and not reimbursed by the Company and the amount of any damages such holder the Holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor the Holder upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with The Holder will, in the event that any registration is being effected under the Securities Act pursuant to the terms this Agreement of this Agreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of any Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agreesheld by such Holder, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, harmless the Company, each of its directors, directors and officers, employees, stockholders and each person other selling holder and each other person, if any, who controls the Company (another selling holder within the meaning of the 0000 Xxx) Securities Act, from and against any and all losses, claims, damagesjudgments, damages or liabilities, whether joint or several, insofar as such losses, claims, judgments, damages or liabilities and expense (including reasonable attorney's feesor actions in respect thereof) resulting from arise out of or are based upon any untrue statement or allegedly untrue statement of a material fact contained in any Registration Statement under which the sale of such Registrable Securities was registered under the Securities Act, any preliminary prospectus, final prospectus or summary prospectus contained in the Registration Statement, or any amendment or supplement to the Registration Statement, or arise out of or are based upon any omission of or alleged omission to state a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto therein or necessary to make the statements statement therein not misleading, to if the extent, but only to the extent that such untrue statement or omission is contained was made in any reliance upon and in conformity with information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company Holder expressly for use therein, and shall reimburse the Company, its directors and officers, and each other selling holder or controlling person for any documented out-of-pocket legal or other expenses reasonably incurred by any of them in preparation of the Registration Statement connection with investigation or Prospectus defending any such loss, claim, damage, liability or any amendment or supplement theretoaction. In no event The Holder’s indemnification obligations hereunder shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor several and not joint and shall be limited to the amount of any damages such holder has otherwise been required to pay by reason net proceeds (after payment of such untrue statement any underwriting fees, discounts, commissions or omissiontaxes) actually received by such Investor upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligationHolder.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agreesEach Holder, severally but not jointly, agrees to indemnify and hold harmless, to the fullest extent permitted by law, the Companyharmless MIT, its directors, directors and officers, employees, stockholders and each person person, if any, who controls the Company (MIT within the meaning of either Section 15 of the 0000 Xxx) against Securities Act or Section 20 of the Exchange Act to the same extent as the foregoing indemnity from MIT to such Holder, but only with respect to information furnished in writing by such Holder or on such Holder's behalf expressly for use in the Registration Statement or prospectus relating to the Registrable Securities, any amendment or supplement thereto, or any preliminary prospectus; PROVIDED, HOWEVER, that such Holder shall not be obligated to provide such indemnity to the extent that such losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting or expenses result from any untrue statement the failure of a material fact MIT to promptly amend or any omission of a material fact required take action to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment correct or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus on the basis of corrected or amendment supplemental information provided in writing by such Holder to MIT expressly for such purpose. In case any action or supplement thereto proceeding shall be brought against MIT or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against such Holder, such Holder and that its directors, officers and controlling persons shall have the rights and duties given to MIT, and MIT or its directors or officers or such information was substantially relied upon controlling person shall have the rights and duties given to such Holder, by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement theretopreceding subsection hereof. In no event shall the liability of an Investor any Holder of Registrable Securities hereunder be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor Holder upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant Each Holder who elects to the terms of this Agreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of have Registrable Securities included in a Registration Statement (and Additional such Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus are actually included therein) agrees to severally and agrees, severally but not jointly, to jointly indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders directors and officers and each person Person who controls the Company (within the meaning of the 0000 XxxSecurities Act or the Exchange Act) from and against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) Losses resulting from (i) any untrue statement of a material fact in any Registration Statement in which such Holder elected to include Registrable Securities (including any final, preliminary or summary prospectus contained therein or any amendment thereof or supplement thereto or any documents incorporated by reference therein) or (ii) any omission of to state therein a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto therein or necessary to make the statements therein (in the case of a prospectus or preliminary prospectus, in light of the circumstances under which they were made) not misleading, to the extent, but only to the extent extent, that such untrue statement or omission is contained arises solely in any reliance upon and in conformity with written information furnished in writing by such Investor to the Company specifically by such Holder expressly for inclusion in such Registration Statement and such untrue or Prospectus or amendment or supplement thereto and that omission has not been corrected by such information was substantially relied upon by Holder in a subsequent writing delivered to the Company in preparation a reasonable period of time prior to the filing of such Registration Statement or Prospectus or any amendment or supplement theretoprospectus with the SEC. In no event shall the liability of an Investor such Holder hereunder be greater in amount than the dollar amount of the net proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon selling Holder as a result of the applicable the sale of the its Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation. The Company shall be entitled to receive indemnities from underwriters, selling brokers, dealer managers and similar securities industry professionals participating in the distribution, to the same extent as provided above with respect to information furnished in writing by such Persons specifically for inclusion in any prospectus or Registration Statement.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor the Holder will furnish to the Company in writing such information as required by the Company reasonably requests 1933 Act concerning the holders of Registrable Securities and Additional Registrable Securities Holder or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, agrees to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor Holder to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor the Holder be greater in amount than the dollar amount of the proceeds (net of the cost of the Registrable Securities and Additional Registrable Securities sold and all expense expenses paid by such Investor the Holder and not reimbursed by the Company and the amount of any damages such holder the Holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor the Holder upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each the Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, agrees to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor Purchaser will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 1000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's ’s fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor Purchaser to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor a Purchaser be greater in amount than the dollar amount of the proceeds (net of all expense expenses paid by such Investor Purchaser and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor Purchaser upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor the Holder will furnish to the Company in writing such information as required by the Company reasonably requests 1933 Act concerning the holders of Registrable Securities and Additional Registrable Securities Holder or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, agrees to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's ’s fees) resulting from any untrue statement of a material fact in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement is contained or such omission is contained made in any information about the Holder furnished in writing by such Investor Holder to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto; provided that the Holder shall not be obligated to indemnify the Company to the extent that any losses, claims, damages, liabilities and expenses result from the Company’s failure to update a Registration Statement with information about the Holder furnished in writing by the Holder to the Company. In no event shall the liability of an Investor the Holder be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor the cost of the Registrable Securities and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omissionAdditional Registrable Securities sold) received by such Investor the Holder upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor Seller will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement or alleged untrue statement of a material fact or any omission or alleged omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor Seller to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor Seller be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor Seller upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor Purchaser will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx1933 Act) against any axxxxxx xny losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor Purchaser to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor a Purchaser be greater in amount than the dollar amount of the proceeds (net of all expense expenses paid by such Investor Purchaser and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor Purchaser upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor the Holder will furnish to the Company in writing such information as required by the Company reasonably requests 1933 Act concerning the holders of Registrable Securities and Additional Registrable Securities Holder or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, agrees to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 1000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's ’s fees) resulting from any untrue statement of a material fact in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement is contained or such omission is contained made in any information about the Holder furnished in writing by such Investor Holder to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor the Holder be greater in amount than the dollar amount of the proceeds (net of the cost of the Registrable Securities and Additional Registrable Securities sold and all expense expenses paid by such Investor the Holder and not reimbursed by the Company and the amount of any damages such holder the Holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor the Holder upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration Registration Statement pursuant to the terms of this Agreementwhich Holder is selling Registrable Securities, each Investor will Holder shall furnish to the Company in writing Huntco such information as the Company Huntco reasonably requests concerning the holders of Registrable Securities in writing and Additional Registrable Securities or the proposed manner of distribution for use which is required in connection with any Registration Statement or Prospectus and Holder agrees, without limitation as to time, severally but and not jointly, to indemnify and hold harmless, harmless to the fullest full extent permitted by law, the CompanyHuntco, its and each of Huntco's stockholders, directors, officers, employees, stockholders agents, partners and each person who controls the Company (within the meaning of the 0000 Xxx) affiliates, from and against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from all Losses arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any Registration Statement, Prospectus or form of prospectus or in any amendment or supplement thereto incident to any such registration or qualification, or arising out of or based upon any omission or alleged omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto therein or necessary to make the statements therein therein, in light of the circumstances in which they were made, not misleading, to the extent, but only to the extent that such untrue statement or alleged untrue statement or omission or alleged omission is contained in any information furnished in writing by such Investor Holder to the Company Huntco specifically for inclusion use in such Registration Statement or Prospectus or amendment or supplement thereto and Prospectus, but only to the extent that such information was substantially relied upon untrue statements or alleged untrue statements or omissions or alleged omissions by Holder were not based on the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability authority of an Investor expert as to which Holder had no reasonable ground to believe, and did not believe, that the statements made based on the authority of such expert were untrue or that there was an omission to state a material fact. Notwithstanding the foregoing provision, Holder shall not be greater required to pay under such provisions an amount in amount than the dollar amount excess of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon the sale Holder in payment of the Registrable Securities or Additional Registrable Securities included sold by Holder pursuant to the Registration Statement. Huntco shall be entitled to receive indemnities from underwriters, selling brokers, dealer managers and similar securities industry professionals participating in the distribution to the same extent as is provided above with respect to information so furnished by such Persons for use in any Prospectus or Registration Statement giving rise to such indemnification obligationStatement.

Indemnification by Holder. In connection with any registration ------------------------- pursuant to the terms of this Agreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor Purchaser will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 1000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's ’s fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor Purchaser to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor a Purchaser be greater in amount than the dollar amount of the proceeds (net of all expense expenses paid by such Investor Purchaser and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor Purchaser upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor Purchaser will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor Purchaser to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor a Purchaser be greater in amount than the dollar amount of the proceeds (net of all expense expenses paid by such Investor Purchaser and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor Purchaser upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any ------------------------- registration pursuant to the terms of this Agreement, each the Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, agrees to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any --------------------------- registration pursuant to the terms of this Agreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx1933 Act) against any losses, claimsclxxxx, damagesxamages, liabilities and expense (including reasonable attorney's fees) resulting from (i) any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein in light of the circumstances under which they were made, not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto; or (ii) any violation by the Investor of any federal, state or common law, rule or regulation applicable to the Investor in connection with the Registration Statement, Prospectus or any preliminary prospectus or any amendment or supplement thereto, provided that such violation was not caused by the negligence or willful misconduct of the Company. In no event shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor Purchaser will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders employees and each person who controls the Company (within the meaning of the 0000 Xxx) against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) (i) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor Purchaser to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto or (ii) caused by any violation by such Purchaser of any federal, state or common law rule or regulation applicable to such Purchaser in connection with any Registration Statement, Prospectus or any preliminary prospectus, or any amendment or supplement thereto. In no event shall the liability of an Investor a Purchaser be greater in amount than the dollar amount of the proceeds (net of all expense expenses paid by such Investor Purchaser and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor Purchaser upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with any registration pursuant to the terms of this Agreement, each Investor Purchaser will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agrees, severally but not jointly, to indemnify and hold harmless, to the fullest extent permitted by law, the Company, its directors, officers, employees, stockholders and each person who controls the Company (within the meaning of the 0000 Xxx1933 Act) against any losses, claims, damages, liabilities and expense expensx (including xxxxxding reasonable attorney's fees) resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto or necessary to make the statements therein not misleading, to the extent, but only to the extent that such untrue statement or omission is contained in any information furnished in writing by such Investor Purchaser to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of an Investor a Purchaser be greater in amount than the dollar amount of the proceeds (net of all expense expenses paid by such Investor Purchaser and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor Purchaser upon the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Indemnification by Holder. In connection with The Company may require, as a condition to including any registration pursuant to the terms of this Agreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agreesfiled in accordance with Section 4 hereof, severally but not jointly, that the Company shall have received an undertaking reasonably satisfactory to indemnify and hold harmlessit from the prospective seller of such Registrable Securities to indemnify, to the fullest extent permitted by law, severally and not jointly with any other Holders, the Company, its directors, officers, employees, stockholders directors and officers and each person Person who controls the Company (within the meaning of Section 15 of the 0000 XxxSecurities Act and Section 20 of the Exchange Act) and all other prospective sellers, from and against any losses, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from all Losses arising out of or based on any untrue statement of a material fact (i) contained in any such Prospectus or Registration Statement, as defined in Rule 433(h) under the Securities Act, or any supplement or amendment thereto, or (ii) caused by any omission of or alleged omission to state therein a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto therein or necessary to make the statements therein not misleading, and will reimburse the Company, such directors, officers, controlling persons and prospective sellers for any legal or any other expenses reasonably incurred in connection with investigating or defending any such Loss, in each case to the extent, but only to the extent extent, that such untrue statement or omission is contained made in such Prospectus or Registration Statement, or any supplement or amendment thereto, in reliance upon and in conformity with written information furnished in writing by such Investor to the Company specifically by such Holder for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto and that such information was substantially relied upon by the Company in preparation of the Registration Statement or Prospectus Statement, or any supplement or amendment thereto; provided, however, that the obligations of such Holder hereunder shall not apply to amounts paid in settlement of any such Losses (or supplement thereto. In no event actions in respect thereof) if such settlement is effected without the consent of such Holder (which consent shall not be unreasonably withheld); and provided, further, that the liability of an Investor such Holder shall be greater in amount than limited to the dollar amount of the net proceeds (net of all expense paid by such Investor and the amount of any damages such holder has otherwise been required to pay by reason of such untrue statement or omission) received by such Investor upon selling Holder from the sale of the Registrable Securities or Additional Registrable Securities included in the covered by such Registration Statement giving rise to such indemnification obligationStatement.

Indemnification by Holder. In connection with As a condition of the Company's obligation under this Article II to effect any registration pursuant to under the terms of this AgreementSecurities Act, each Investor will furnish there shall be delivered to the Company in writing such information as the Company reasonably requests concerning the holders of an agreement or agreements duly executed by each holder for whom Registrable Securities and Additional Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement or Prospectus and agreesare to be so registered, severally but not jointly, whereby such holder agrees to indemnify and hold harmless, to harmless (in the fullest extent permitted by law, same manner as set forth in Section 2.8 above) the Company, its directorseach Person referred to in clause (1), officers(2) or (3) of Section 11(a) of the Securities Act in respect of the registration statement, employees, stockholders each other holder for whom Registrable Securities (as defined in the Prior Registration Rights Agreements and as defined herein) are to be registered and each person other Person, if any, who controls the Company (within the meaning of the 0000 Xxx) against any lossesSecurities Act, claims, damages, liabilities and expense (including reasonable attorney's fees) resulting from with respect to any untrue statement or alleged untrue statement of a any material fact contained in the registration statement under which the Registrable Securities are to be registered under the Securities Act, in any preliminary prospectus or final prospectus contained therein or in any amendment or supplement thereto, or arise out of or are based upon the omission of or alleged omission to state therein a material fact required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto therein or necessary to make the statements therein not misleading, to which, in each case, is made in or omitted from the extentregistration statement, but only to the extent that such untrue statement preliminary or omission is contained in any information furnished in writing by such Investor to the Company specifically for inclusion in such Registration Statement or Prospectus final prospectus or amendment or supplement thereto in reliance upon and that such in conformity with written information was substantially relied upon by furnished to the Company in preparation of the Registration Statement or Prospectus or any amendment or supplement thereto. In no event shall the liability of by an Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid instrument duly executed by such Investor and holder specifically for use in the amount preparation thereof; provided, however, that the indemnification obligations of any damages each such holder has otherwise been required shall be limited to pay by reason of such untrue statement or omission) the net proceeds received by such Investor upon holder from the sale of the Registrable Securities or Additional Registrable Securities included in the Registration Statement giving rise pursuant to such indemnification obligationregistration. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any Person indemnified by virtue of this Section 2.9 and shall survive the transfer of such securities by such holder and the expiration or termination of this Agreement.