Common use of Indemnification by Holders of Registrable Securities Clause in Contracts

Indemnification by Holders of Registrable Securities. In connection with any registration statement in which a Holder is participating, such Holder will furnish to the Company in writing such information as the Company reasonably requests for use in connection with any registration statement or prospectus and will indemnify, to the fullest extent permitted by law, the Company, its officers, directors, agents and employees, each person who controls the Company (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) and the officers, directors, agents and employees of any such controlling person, from and against all Losses, as incurred, arising out of or based upon any untrue 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 or in any preliminary prospectus, or arising out of or based upon any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, to the extent, but only to the extent, that any such statement or omission is contained in any information furnished in writing to the Company by such Holder expressly for use therein and was relied upon by the Company in the preparation thereof. In no event will the liability of any selling Holder hereunder be greater in amount than the dollar amount of the proceeds (net of payment of all expenses) received by such Holder upon the sale of the Registrable Securities giving rise to such indemnification obligations.

Indemnification by Holders of Registrable Securities. In connection with any registration statement Each Holder participating in which a Holder is participating, such Holder will furnish Registration agrees to the Company in writing such information as the Company reasonably requests for use in connection with any registration statement or prospectus and will indemnify, to the fullest extent permitted by law, indemnify the Company, its officers, directors, officers and agents and employees, each person Person who controls "controls" the Company (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) against losses, claims, damages, liabilities and the officers, directors, agents and employees of any such controlling person, expenses resulting from and against all Losses, as incurred, arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any registration statementthe Registration Statement, prospectus Prospectus or form of prospectus preliminary Prospectus or in any amendment or supplement thereto or in any preliminary prospectus, or arising out of or based upon any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein therein, in light of the circumstances under which they were made, not misleading, to the extent, but and only to the extent, that any such loss, claim, damage, liability or expense arises out of, is based upon or results from any untrue statement (or alleged untrue statement) or omission is contained (or alleged omission) based upon, in any reliance on and in conformity in all material respects with, information furnished in writing to the Company by such Holder or its representative expressly for use therein and was relied upon by the Company in the preparation thereoftherein. In no event will shall the liability of any selling Holder hereunder or under any underwriting agreement be greater in amount than the dollar amount of the proceeds (net of payment of all expenses) received by such Holder upon the sale of the Registrable Securities giving rise to such indemnification obligationsobligation. 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 so furnished in writing by such Persons specifically for inclusion in any Registration Statement or Prospectus.

Indemnification by Holders of Registrable Securities. In connection ---------------------------------------------------- with any registration statement in which a Holder holder of Registrable Securities is participating, each such Holder holder will furnish to the Company Company, in writing writing, such information and affidavits with respect to such holder as the Company reasonably requests for use in connection with any such registration statement or prospectus and will agrees to indemnify, to the fullest extent permitted by law, the Company, its directors, officers, directors, employees and agents and employees, each person Person who controls the Company (within the meaning of Section 15 of the Securities Act Act), and Section 20 of the Exchange Act) any investment advisor thereof or agent therefor against any losses, claims, damages, liabilities and the officers, directors, agents and employees of expenses resulting from any such controlling person, from and against all Losses, as incurred, arising out of or based upon any untrue 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 or in any preliminary prospectus, or arising out of or based upon any omission or alleged omission to state therein of a material fact required to be stated therein in the registration statement or prospectus or any amendment thereof or supplement thereto or necessary to make the statements therein (in the case of a prospectus, in light of the circumstances under which they were made) not misleading, to the extent, but only to the extent, that any such untrue statement or omission is contained in or failed to be contained in any information or affidavit with respect to such holder so furnished in writing to the Company by such Holder expressly holder specifically for use inclusion therein and was relied upon by or resulting from the Company violation of applicable securities laws of such holder or its agents in connection with the preparation thereofsale of the Registrable Securities. In no event will shall the liability of any selling Holder participating holder hereunder be greater in amount than the dollar amount of the proceeds (net of payment of all expenses) received by such Holder holder upon the sale of the Registrable Securities giving rise to such indemnification obligationsobligation.

Indemnification by Holders of Registrable Securities. In connection with any registration statement Each Holder participating in which a Holder is participating, such Holder will furnish Registration agrees to the Company in writing such information as the Company reasonably requests for use in connection with any registration statement or prospectus and will indemnify, to the fullest extent permitted by law, indemnify the Company, its officers, directors, officers and agents and employees, each person who controls “controls” the Company (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) against losses, claims, damages, liabilities and the officers, directors, agents and employees of any such controlling person, expenses resulting from and against all Losses, as incurred, arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any registration statement, Registration Statement covering the Registrable Securities or any prospectus which forms a part of such Registration Statement or form of prospectus or in any amendment or supplement thereto or in any preliminary prospectus, or arising out of or based upon any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein therein, in light of the circumstances under which they were made, not misleading, to the extent, but and only to the extent, that any such loss, claim, damage, liability or expense arises out of, is based upon or results from any untrue statement (or alleged untrue statement) or omission is contained (or alleged omission) based upon, in any reliance on and in conformity in all material respects with, information furnished in writing to the Company by such Holder or its representative expressly for use therein and was relied upon by the Company in the preparation thereoftherein. In no event will shall the liability of any selling Holder hereunder be greater in amount than the dollar amount of the net proceeds (net of payment of all expenses) received by such Holder upon the sale of the Registrable Securities giving rise to such indemnification obligationsobligation.

Indemnification by Holders of Registrable Securities. In connection with any registration statement in which a Each Holder is participatingagrees, such Holder will furnish to the Company in writing such information as the Company reasonably requests for use in connection with any registration statement or prospectus severally and will indemnifynot jointly, to indemnify and hold harmless the fullest extent permitted by law, the Company, Parent and its respective directors and officers, directorsand each person, agents and employeesif any, each person who controls the Company Parent (within the meaning of either Section 15 of the Securities Act and or Section 20 of the Exchange Act) and the officers, directors, agents and employees of or any such controlling personother Holder, from and against all Losses, as incurred, Losses arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any registration statement, prospectus Registration Statement or form of prospectus Prospectus or in any amendment or supplement thereto or in any preliminary prospectus, or arising out of or based upon any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, to the extent, but only to the extent, that any such untrue statement or alleged untrue statement or omission is contained or alleged omission was made in any reliance upon and in conformity with information furnished to the Parent in writing to the Company by such Holder expressly for use therein and was relied upon by the Company in the preparation thereofHolder. In no event will shall the liability of any selling Holder of Registrable Securities hereunder be greater in amount than the dollar amount of the net proceeds (net of payment of all expenses) received by such Holder upon the sale of the Registrable Securities pursuant to the Registration Statement giving rise to such indemnification obligationsobligation.

Indemnification by Holders of Registrable Securities. In connection with any registration statement in which a Holder is participating, such Holder will furnish to the Company in writing such information as the Company reasonably requests for use in connection with any registration statement or prospectus and will indemnify, to the fullest extent permitted by law, the Company, its officers, directors, agents and employees, each person who controls the Company (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) and the officers, directors, agents and employees em- ployees of any such controlling person, from and against all Losses, as incurred, arising out of or based upon any untrue 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 or in any preliminary prospectus, or arising out of or based upon any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, to the extent, but only to the extent, that any such statement or omission is contained in any information furnished in writing to the Company by such Holder expressly for use therein and was relied upon by the Company in the preparation thereof. In no event will the liability of any selling Holder hereunder be greater in amount than the dollar amount of the proceeds (net of payment of all expenses) received by such Holder upon the sale of the Registrable Securities giving rise to such indemnification obligations.

Indemnification by Holders of Registrable Securities. In ---------------------------------------------------- connection with any registration statement Registration Statement in which a Wyndham Holder of Registrable Securities is participating, such Wyndham Holder of Registrable Securities will furnish to the Company in writing such information as the Company reasonably requests for use in connection with any registration statement Registration Statement or prospectus Prospectus and will indemnify, to the fullest extent permitted by law, the Company, its directors and officers, directors, agents and employees, each person who controls the Company (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) ), and the directors, officers, directors, agents and or employees of any such controlling personpersons, from and against all Losses, as incurred, Losses arising out of or based upon any untrue or alleged untrue statement of a material fact contained in any registration statementRegistration Statement, Prospectus or preliminary prospectus or form of prospectus or in any amendment or supplement thereto or in any preliminary prospectus, or arising out of or based upon any omission or alleged omission to state therein of a material fact required to be stated therein or necessary to make the statements therein not misleading, to the extent, but only to the extent, that any such untrue statement or omission is contained in any information so furnished in writing by such Wyndham Holder to the Company by such Holder expressly for use therein in such Registration Statement or Prospectus and was relied upon by the Company in the preparation thereof. In no event will the liability of any selling Holder hereunder be greater in amount than the dollar amount of the proceeds (net of payment of all expenses) received by such Holder upon the sale of the Registrable Securities giving rise to such indemnification obligationsRegistration Statement, Prospectus or preliminary prospectus.