Common use of Indemnification by the Selling Holders Clause in Contracts

Indemnification by the Selling Holders. In connection with any registration covering Registrable Securities, each Selling Holder will furnish to the Company in writing such information as the Company reasonably requests concerning itself, the Registrable Securities held by it and the intended method of disposition of the Registrable Securities held by it 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 Securities Act) against any losses, claims, damages, liabilities and expense (including reasonable attorney 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 Selling Holder to the Company specifically for inclusion in such Registration Statement or Prospectus or amendment or supplement thereto. In no event shall the liability of a Selling Holder be greater in amount than the dollar amount of the proceeds (net of all expense paid by such Selling Holder in connection with any claim relating to this Section 15(e) 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 Selling Holder upon the sale of the Registrable Securities included in the Registration Statement giving rise to such indemnification obligation.

Appears in 3 contracts

Samples: Odetics Inc, Odetics Inc, Odetics Inc

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Indemnification by the Selling Holders. In connection with any registration covering Registrable Securitieseach Registration, each Selling selling Holder will furnish to the Company in writing such information and affidavits as the Company reasonably requests concerning itself, the Registrable Securities held by it and the intended method of disposition of the Registrable Securities held by it for use in connection with any Registration Statement or Prospectus and agrees, agrees to indemnify (severally but and not jointly, to indemnify ) and hold harmless, to the fullest full extent permitted by law, the Company, its directors, officers, employees, stockholders employees and agents and each person Person who controls the Company (within the meaning of the Securities Act) against any losses, claims, damages, liabilities and expense (including reasonable attorney fees) all Damages resulting from any untrue statement of a material fact fact, or any omission of a material fact fact, required to be stated in the Registration Statement or Prospectus or preliminary prospectus or amendment or supplement thereto Prospectus 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 or affidavit so furnished in writing by such Selling selling Holder or on such selling Holder’s behalf to the Company specifically for inclusion in such Registration Statement or Prospectus and has not been corrected in a subsequent writing prior to or amendment concurrently with the sale of the Registrable Securities to the Person asserting such loss, claim, damage, liability or supplement theretoexpense and was relied upon by the Company in the preparation of such Registration Statement or Prospectus. In no event shall the liability of a Selling any selling Holder hereunder be greater in amount than the dollar amount of the net proceeds (net of all expense paid by such Selling Holder in connection with any claim relating to this Section 15(e) 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 Selling Holder upon the sale of the 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 so furnished in writing by such Persons specifically for inclusion in any Prospectus or Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Darling International Inc)

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