Common use of Indemnification by the Investors Clause in Contracts

Indemnification by the Investors. 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 or the proposed manner of distribution for use in connection with any Registration Statement of 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 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 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 or (ii) any violation by such Investor of any rule or regulation promulgated under the 1933 Act applicable to such Investor and relating to action or inaction required of such Investor in connection with the distribution of Registrable Securities by it. 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 in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Vantagemed Corp)

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Indemnification by the Investors. In connection with any registration pursuant to the terms of this agreementAgreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement of 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 exxxxxx (including xncluding reasonable attorney 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 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 (ii) Prospectus or any violation by such Investor of any rule amendment or regulation promulgated under the 1933 Act applicable to such Investor and relating to action or inaction required of such Investor in connection with the distribution of Registrable Securities by itsupplement 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 in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Artisoft Inc)

Indemnification by the Investors. In connection with any registration pursuant to the terms of this agreementAgreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement of 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 expenxx (including xxxxuding reasonable attorney 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 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 or (ii) any violation by such Investor of any rule or regulation promulgated under the 1933 Act applicable to omission is omitted from such Investor and relating to action or inaction required of such Investor in connection with the distribution of Registrable Securities by itinformation. 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 in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (On Technology Corp)

Indemnification by the Investors. In connection with any registration pursuant to the terms of this agreementAgreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement of 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, agents, 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 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 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 or (ii) any violation by such Investor of any rule or regulation promulgated under the 1933 Act applicable to such Investor and relating to action or inaction required of such Investor in connection with the distribution of Registrable Securities by itthereto. 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 in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Starbase Corp)

Indemnification by the Investors. In connection with any registration pursuant to the terms of this agreementAgreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement of 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 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 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 or (ii) any violation by such Investor of any rule or regulation promulgated under the 1933 Act applicable to such Investor and relating to action or inaction required of such Investor in connection with the distribution of Registrable Securities by itthereto. 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 in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Regeneration Technologies Inc)

Indemnification by the Investors. In connection with any registration pursuant to the terms of this agreement, each Each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement of 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 (including reasonable external attorney fees) resulting from (i) any untrue statement of a material fact or any omission of a material fact required to be stated in the any Registration Statement or Prospectus or preliminary prospectus 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 thereto. Except to the extent that any such losses, claims, damages, liabilities or (ii) any violation by such Investor of any rule expenses are finally judicially determined to have resulted from an Investor’s bad faith, gross negligence, recklessness, fraud or regulation promulgated under the 1933 Act applicable to such Investor and relating to action or inaction required of such Investor willful misconduct, in connection with the distribution of Registrable Securities by it. 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 in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the such Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Eliem Therapeutics, Inc.)

Indemnification by the Investors. In connection with any registration pursuant to the terms of this agreementAgreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement of 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 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 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 or (ii) any violation by such Investor of any rule or regulation promulgated under the 1933 Act applicable to such Investor and relating to action or inaction required of such Investor in connection with the distribution of Registrable Securities by itthereto. In no event shall the liability of an a Investor be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Investor in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Peru Copper Inc)

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Indemnification by the Investors. In connection with any registration pursuant to the terms of this agreement, each Each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement of 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 fees) resulting from (i) any breach of the terms hereof by such Investor, (ii) any violation by such Investor or its agents of any rule or regulation promulgated under the 1933 Act applicable to the Investor or its agents and relating to the sale or other disposition of such Investor's Registrable Securities, or (iii) 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 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 or (ii) any violation by such Investor of any rule or regulation promulgated under the 1933 Act applicable to such Investor and relating to action or inaction required of such Investor in connection with the distribution of Registrable Securities by itthereto. 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 in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Narrowstep Inc)

Indemnification by the Investors. In connection with any registration pursuant to the terms of this agreementAgreement, each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement of 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 exxxxxx (including reasonable attorney 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 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 (ii) Prospectus or any violation by such Investor of any rule amendment or regulation promulgated under the 1933 Act applicable to such Investor and relating to action or inaction required of such Investor in connection with the distribution of Registrable Securities by itsupplement 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 in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Artisoft Inc)

Indemnification by the Investors. In connection with any registration pursuant to the terms of this agreement, each Each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement of 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 shareholders 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 fees) resulting from (i) any untrue statement of a material fact or any omission of a material fact required to be stated in the any Registration Statement or Prospectus or preliminary prospectus 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 thereto. Except to the extent that any such losses, claims, damages, liabilities or (ii) any violation by such Investor of any rule expenses are finally judicially determined to have resulted from an Investor’s bad faith, gross negligence, recklessness, fraud or regulation promulgated under the 1933 Act applicable to such Investor and relating to action or inaction required of such Investor willful misconduct, in connection with the distribution of Registrable Securities by it. 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 in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the such Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (Amryt Pharma PLC)

Indemnification by the Investors. In connection with any registration pursuant to the terms of this agreement, each Each Investor will furnish to the Company in writing such information as the Company reasonably requests concerning the holders of Registrable Securities or the proposed manner of distribution for use in connection with any Registration Statement of 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 (including reasonable attorney fees) resulting from (i) any untrue statement of a material fact or any omission of a material fact required to be stated in the any 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 thereto. Except to the extent that any such losses, claims, damages, liabilities or (ii) any violation by such Investor of any rule expenses are finally judicially determined to have resulted from an Investor’s bad faith, gross negligence, recklessness, fraud or regulation promulgated under the 1933 Act applicable to such Investor and relating to action or inaction required of such Investor willful misconduct, in connection with the distribution of Registrable Securities by it. In no event shall the liability of an Investor be greater in amount than the dollar amount of the proceeds (net of all expense expenses paid by such Investor in connection with any claim relating to this Section 6 and the amount of any damages such Investor 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 included in the such Registration Statement giving rise to such indemnification obligation.

Appears in 1 contract

Samples: Registration Rights Agreement (KALA BIO, Inc.)

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