Common use of Indemnification by Selling Holders Clause in Contracts

Indemnification by Selling Holders. Each Selling Holder agrees, severally but not jointly, to indemnify and hold harmless the Company, its directors and officers and each person, if any, who controls the Company within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, as amended, to the same extent as the foregoing indemnity from the Company to such Selling Holder, but only with respect to information furnished in writing by such Selling Holder or on such Selling Holder's behalf expressly for use in any registration statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case any action or proceeding shall be brought against the Company or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against such Selling Holder, such Selling Holder shall have the rights and duties given to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to such Selling Holder, by the preceding paragraph. Each Selling Holder also agrees to indemnify and hold harmless underwriters of the Registrable Securities, their officers and directors and each person who controls such underwriters on substantially the same basis as that of the indemnification of the Company provided in this Section 4.4(c).

Appears in 3 contracts

Samples: Stock Purchase Agreement (Plains Resources Inc), Stock Purchase Agreement (Plains Resources Inc), Stock Purchase Agreement (Plains Resources Inc)

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Indemnification by Selling Holders. Each Selling Holder agrees, severally but not jointly, to indemnify and hold harmless the Company, its officers, directors and officers agents and each personPerson, if any, who controls the Company within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, as amended, Act to the same extent as the foregoing indemnity from the Company to such Selling Holder, but only with respect reference to information related to such Selling Holder furnished in writing by such Selling Holder or on such Selling Holder's ’s behalf expressly for use in any registration statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case any action or proceeding shall be brought against the Company or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against such Selling Holder, such Selling Holder shall have the rights and duties given to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to such Selling Holder, by the preceding paragraph. Each Selling Holder also agrees to indemnify and hold harmless underwriters Underwriters of the Registrable Securities, their officers and directors and each person Person who controls such underwriters Underwriters on substantially the same basis as that of the indemnification of the Company provided in this Section 4.4(c)4.2. In no event, however, shall any indemnity obligation under this Section 4.2 exceed the net proceeds from the offering received by such Selling Holder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Hhgregg, Inc.), Registration Rights Agreement (HHG Distributing, LLC), Registration Rights Agreement (Hhgregg, Inc.)

Indemnification by Selling Holders. Each Selling Holder ---------------------------------- agrees, severally but not jointly, to indemnify and hold harmless the Company, its officers, directors and officers agents and each personPerson, if any, who controls the Company within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, as amended, Act to the same extent as the foregoing indemnity from the Company to such Selling Holder, but only with respect reference to information related to such Selling Holder furnished in writing by such Selling Holder or on such Selling Holder's behalf expressly for use in any registration statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case any action or proceeding shall be brought against the Company or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against such Selling Holder, such Selling Holder shall have the rights and duties given to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to such Selling Holder, by the preceding paragraph. Each Selling Holder also agrees to indemnify and hold harmless underwriters Underwriters of the Registrable Securities, their officers and directors and each person Person who controls such underwriters Underwriters on substantially the same basis as that of the indemnification of the Company provided in this Section 4.4(c)4.2. In no event, however, shall any indemnity obligation under this Section 4.2 exceed the net proceeds from the offering received by such Selling Holder.

Appears in 2 contracts

Samples: Preferred Stock Registration Rights Agreement (Century Maintenance Supply Inc), Registration Rights Agreement (Century Maintenance Supply Inc)

Indemnification by Selling Holders. Each Selling Holder agrees, severally but not jointly, to indemnify and hold harmless the Company, its officers, directors and officers agents and each personPerson, if any, who controls the Company within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, as amended, Act to the same extent as the foregoing indemnity from the Company to such Selling Holder, but only with respect reference to information related to such Selling Holder furnished in writing to the Company by such Selling Holder or on such Selling Holder's behalf expressly for use in any registration statement Registration Statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case connection with any action or proceeding shall be brought against the Company or its directors or officersunderwritten offering, or any such controlling person, in respect of which indemnity may be sought against such Selling Holder, such Selling Holder shall have the rights and duties given to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to such Selling Holder, by the preceding paragraph. Each each Selling Holder also agrees to indemnify and hold harmless underwriters the Underwriters of the Registrable Securities, their officers and directors and each person Person who controls such underwriters Underwriters on substantially the same basis as that of the indemnification of the Company provided in this Section 4.4(c)4.2. Notwithstanding anything in this Agreement to the contrary, in no event shall any Selling Holder be obligated to provide indemnification hereunder in connection with any offering in an amount that exceeds the proceeds of such offering received by such Selling Holder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Singapore Telecommunications LTD), Registration Rights Agreement (Hughes Communications Satellite Services Inc)

Indemnification by Selling Holders. Each Selling Holder agrees, severally but not jointly, to indemnify and hold harmless the Company, its officers, directors and officers agents and each personPerson, if any, who controls the Company within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, as amended, Act to the same extent as the foregoing indemnity from the Company to such Selling Holder, but only with respect reference to information related to such Selling Holder furnished in writing by such Selling Holder or on such Selling Holder's ’s behalf expressly for use in any registration statement Registration Statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case any action or proceeding shall be brought against the Company or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against such Selling Holder, such Selling Holder shall have the rights and duties given to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to such Selling Holder, by the preceding paragraph. Each Selling Holder also agrees to indemnify and hold harmless underwriters Underwriters of the Registrable Securities, their officers and directors and each person Person who controls such underwriters Underwriters on substantially the same basis as that of the indemnification of the Company provided in this Section 4.4(c)4.2. In no event, however, shall any indemnity obligation under this Section 4.2 exceed the net proceeds from the offering received by such Selling Holder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Arhaus, Inc.), Registration Rights Agreement (Arhaus, Inc.)

Indemnification by Selling Holders. Each Selling Holder agrees, severally but not jointly, to indemnify and hold harmless the Company, its officers, directors and officers agents and each personPerson, if any, who controls the Company within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, as amended, Act to the same extent as the foregoing indemnity from the Company to such Selling Holder, but only with respect reference to information related to such Selling Holder furnished in writing by such Selling Holder or on such Selling Holder's ’s behalf expressly for use in any registration statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case any action or proceeding shall be brought against the Company or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against such Selling Holder, such Selling Holder shall have the rights and duties given to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to such Selling Holder, by the preceding paragraph. Each Selling Holder also agrees to indemnify and hold harmless underwriters Underwriters of the Registrable Securities, their officers and directors and each person Person who controls such underwriters Underwriters on substantially the same basis as that of the indemnification of the Company provided in this Section 4.4(c)2.7. In no event, however, shall any indemnity obligation under this Section 2.7 exceed the net proceeds from the offering received by such Selling Holder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Boot Barn Holdings, Inc.), Registration Rights Agreement (Boot Barn Holdings, Inc.)

Indemnification by Selling Holders. Each Selling Holder agrees, severally but not jointly, to indemnify and hold harmless the CompanyIssuer, its officers, directors and officers agents and each personPerson, if any, who controls the Company Issuer within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, as amended, Act to the same extent as the foregoing indemnity from the Company Issuer to such Selling Holder, but only with respect reference to information related to such Selling Holder furnished in writing by or on behalf of such Selling Holder or on such Selling Holder's behalf expressly for use in any registration statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case any action or proceeding shall be brought against the Company or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against such Selling Holder, such Selling Holder shall have the rights and duties given to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to such Selling Holder, by the preceding paragraph. Each Selling Holder also agrees to indemnify and hold harmless underwriters Underwriters of the Registrable Securities, their officers and directors and each person Person who controls such underwriters Underwriters on substantially the same basis as that of the indemnification of the Company Issuer provided in this Section 4.4(c)3.7.

Appears in 1 contract

Samples: Stockholders Agreement (Alliance Data Systems Corp)

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Indemnification by Selling Holders. Each Selling Holder agrees, severally but not jointly, to indemnify and hold harmless the CompanyIssuer, its officers, directors and officers agents and each personPerson, if any, who controls the Company Issuer within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, as amended, to the same extent as the foregoing indemnity from the Company Issuer to such Selling Holder, but only with respect reference to information related to such Selling Holder furnished in writing by such Selling Holder (or by the Purchasers on such Selling Holder's behalf its behalf) expressly for use in any registration statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case any action or proceeding shall be brought against the Company or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against such Selling Holder, such Selling Holder shall have the rights and duties given to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to such Selling Holder, by the preceding paragraph. Each Selling Holder also agrees to indemnify and hold harmless underwriters Underwriters of the Registrable Securities, their officers and directors and each person Person who controls such underwriters Underwriters on substantially the same basis as that of the indemnification of the Company Issuer provided in this Section 4.4(c)3.8.

Appears in 1 contract

Samples: Securityholders Agreement (Impsat Corp)

Indemnification by Selling Holders. Each Selling Holder ---------------------------------- agrees, severally but not jointly, to indemnify and hold harmless the CompanyIssuer, its officers, directors and officers agents and each personPerson, if any, who controls the Company Issuer within the meaning of either Section 15 of the Securities Act or of Section 20 of the Exchange Act, as amended, to the same extent as the foregoing indemnity from the Company Issuer to such Selling Holder, but only with respect reference to information related to such Selling Holder furnished in writing by such Selling Holder (or by the Purchaser on such Selling Holder's behalf its behalf) expressly for use in any registration statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case any action or proceeding shall be brought against the Company or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against such Selling Holder, such Selling Holder shall have the rights and duties given to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to such Selling Holder, by the preceding paragraph. Each Selling Holder also agrees to indemnify and hold harmless underwriters Underwriters of the Registrable Securities, their officers and directors and each person Person who controls such underwriters Underwriters on substantially the same basis as that of the indemnification of the Company Issuer provided in this Section 4.4(c)3.8.

Appears in 1 contract

Samples: Securityholders Agreement (TVN Entertainment Corp)

Indemnification by Selling Holders. Each To the extent permitted by applicable law, each Selling Holder agrees, severally but not jointly, to indemnify and hold harmless the CompanyIssuer, its officers, directors and officers agents and each person, if any, who controls the Company Issuer within the meaning of either Section 15 of the Securities Act or of Section 20 of the Exchange Act, as amended, to the same extent as the foregoing indemnity from the Company Issuer to such Selling Holder, but only with respect reference to (i) information related to such Selling Holder furnished in writing by or on behalf of such Selling Holder or on such Selling Holder's behalf expressly for use in any registration statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case any action or proceeding shall be brought against the Company or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against (ii) such Selling Holder's failure to comply with the penultimate sentence of Section 3.4(e) and (iii) if the Issuer shall have provided such Selling Holder with an appropriate prospectus, such Selling Holder shall have the rights and duties given Holder's failure to deliver such prospectus to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to purchaser from such Selling Holder, by the preceding paragraph. Each Selling Holder also agrees agrees, to the extent permitted by applicable law, to indemnify and hold harmless underwriters Underwriters of the Registrable Securities, their officers and directors and each person Person who controls such underwriters Underwriters on substantially the same basis as that of the indemnification of the Company Issuer provided for in this Section 4.4(c)3.7.

Appears in 1 contract

Samples: Securityholders Agreement (Econophone Inc)

Indemnification by Selling Holders. Each Selling Holder agrees, severally but not jointly, to indemnify and hold harmless the CompanyIssuer, its officers, directors and officers agents and each personPerson, if any, who controls the Company Issuer within the meaning of either Section 15 of the Securities Act or Section 20 of the Exchange Act, as amended, Act to the same extent as the foregoing indemnity from the Company Issuer to such Selling Holder, but only with respect reference to information related to such Selling Holder furnished in writing by or on behalf of such Selling Holder or on such Selling Holder's behalf expressly for use in any registration statement or prospectus relating to the Registrable Securities, or any amendment or supplement thereto, or any preliminary prospectus. In case any action or proceeding shall be brought against the Company or its directors or officers, or any such controlling person, in respect of which indemnity may be sought against such Selling Holder, such Selling Holder shall have the rights and duties given to the Company, and the Company or its directors or officers or such controlling person shall have the rights and duties given to such Selling Holder, by the preceding paragraph. Each Selling Holder also agrees to indemnify and hold harmless underwriters Underwriters of the Registrable Securities, their officers and directors and each person Person who controls such underwriters Underwriters on substantially the same basis as that of the indemnification of the Company Issuer provided in this Section 4.4(c)3.07.

Appears in 1 contract

Samples: Stockholders Agreement (Alliance Data Systems Corp)

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