Common use of Indemnification by the Holders and Underwriters Clause in Contracts

Indemnification by the Holders and Underwriters. The Company may require, as a condition to including any Registrable Shares in any registration statement filed in accordance with Section 2 or Section 3, that the Company shall have received an undertaking reasonably satisfactory to it from the Holders of such Registrable Shares or any underwriter to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 8(a)) the Company with respect to any untrue statement or alleged untrue statement in or omission or alleged omission from such registration statement, any preliminary, final or summary prospectus contained therein, or any amendment or supplement, if such statement or alleged statement or omission or alleged omission was made in reliance upon and in conformity with written information with respect to the Holders of the Registrable Shares being registered or such underwriter furnished in writing to the Company by such Holders or such underwriter, or a document incorporated by reference into any of the foregoing, provided, however, that the liability of the Holders shall not be greater in amount than the dollar amount of the proceeds (net of any selling expenses) received by the Holders from the sale by the Holders giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any of the Holders, or any of their respective affiliates, directors, officers or controlling Persons, and shall survive the transfer of such securities by such Holder.

Indemnification by the Holders and Underwriters. The Company may require, as a condition to including any Registrable Shares in any registration statement filed in accordance with Section Sections 2 or Section 34 hereof, that the Company shall have received an undertaking reasonably satisfactory to it from the Holders of such Registrable Shares or any underwriter to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 8(a)9(a) hereof) the Company with respect to any untrue statement or alleged untrue statement in or omission or alleged omission from such registration statement, any preliminary, final or summary prospectus contained therein, or any amendment or supplement, if such statement or alleged statement or omission or alleged omission was made in reliance upon and in conformity with written information with respect to the Holders of the Registrable Shares being registered or such underwriter furnished in writing to the Company by such Holders or such underwriterunderwriter specifically for use in the preparation of such registration statement, preliminary, final or summary prospectus or amendment or supplement, or a document incorporated by reference into any of the foregoing, ; provided, however, that the liability no such Holder shall be liable for any indemnity claims in excess of the Holders shall not be greater in amount than the dollar amount of the proceeds (net of any selling expenses) received by the Holders such Holder from the sale by the Holders giving rise to such indemnificationof Registrable Shares. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any of the Holders, or any of their respective affiliates, directors, officers or controlling Persons, and shall survive the transfer of such securities Common Stock by such HolderHolders.

Indemnification by the Holders and Underwriters. The Company Northwest may require, as a condition to including any Registrable Shares Securities in any registration statement filed in accordance with Section 2 or Section 33 herein, or in connection with any Underwritten Offering, that the Company Northwest shall have received an undertaking reasonably satisfactory to it from the Holders Holder of such Registrable Shares Securities or any underwriter to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 8(a5(a)) Northwest, all other prospective Holders or any underwriter, as the Company case may be, and any of their respective affiliates, directors, officers and controlling Persons, with respect to any untrue statement or alleged untrue statement in or omission or alleged omission from such registration statement, any preliminary, final or summary prospectus contained therein, or any amendment or supplement, if such statement or alleged statement or omission or alleged omission was made in reliance upon and in conformity with written information with respect to such Holder or the Holders of the Registrable Shares being registered Holders' Representative or such underwriter furnished in writing to the Company Northwest by such Holders Holder or underwriter expressly for use in the preparation of such underwriterregistration statement, preliminary, final or summary prospectus or amendment or supplement, or a document incorporated by reference into any of the foregoing, provided, however, that the liability of the Holders shall not be greater in amount than the dollar amount of the proceeds (net of any selling expenses) received by the Holders from the sale by the Holders giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company Northwest or any of the Holders, or any of their respective affiliates, directors, officers or controlling Persons, Persons and shall survive the transfer of such securities by such Holder.