Common use of Indemnification by the Selling Securityholders Clause in Contracts

Indemnification by the Selling Securityholders. Each Selling Securityholder agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement (each, a “Company Indemnified Party”), each Underwriter Indemnified Party and each other Selling Securityholder Indemnified Party against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a) hereof, to which any such Indemnified Party may become subject, under the 1933 Act, the 1934 Act, other federal or state statutory law or regulation or otherwise, as incurred, but only with respect to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), or in any preliminary prospectus, any Issuer Free Writing Prospectus, the General Disclosure Package or the Prospectus (or any amendment or supplement to any of the foregoing), in reliance upon and in conformity with written information furnished to the Company by such Selling Securityholder expressly for use therein. The Company hereby acknowledges and agrees that the information furnished to the Company by such Selling Securityholder expressly for use in the Registration Statement (or any amendment thereto), or in any preliminary prospectus, any Issuer Free Writing Prospectus, the General Disclosure Package or the Prospectus (or any amendment or supplement to any of the foregoing), consists exclusively of the information regarding the beneficial ownership by such Selling Securityholder of the Secondary Notes set forth in the table under the caption “Selling Securityholders” in the Pre-Pricing Prospectus and the Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (Spire Inc), Underwriting Agreement (Spire Inc)

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Indemnification by the Selling Securityholders. Each Selling Securityholder agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act (each, a “Company Selling Securityholder Indemnified Party”), each Underwriter Indemnified Party and each other Selling Securityholder Indemnified Party against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a5(a) hereof, to which any such Selling Securityholder Indemnified Party may become subject, under the 1933 Securities Act, the 1934 Exchange Act, other federal or state statutory law or regulation or otherwise, as incurred, but only with respect to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), or in any preliminary prospectus, any Issuer Free Writing Prospectus, the General Disclosure Package or the Prospectus (or any amendment or supplement to any of the foregoing), in reliance upon and in conformity with written information furnished to the Company by such the Selling Securityholder Securityholders expressly for use therein. The Company hereby acknowledges and agrees that the information furnished to the Company by such Selling Securityholder expressly for use in the Registration Statement (or any amendment thereto), or in any preliminary prospectus, any Issuer Free Writing Prospectus, the General Disclosure Package or the Prospectus (or any amendment or supplement to any of the foregoing), consists exclusively of the information regarding the beneficial ownership by such Selling Securityholder of the Secondary New Notes set forth in the table under the caption “Selling Securityholders” in the Pre-Pricing Prospectus and the Prospectus.

Appears in 1 contract

Samples: Registration Rights Agreement (Spire Inc)

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Indemnification by the Selling Securityholders. Each Selling Securityholder agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement and each person, if any, who controls the Company within the meaning of Section 15 of the Act or Section 20 of the Exchange Act (each, a “Company Selling Securityholder Indemnified Party”), each Underwriter Indemnified Party and each other Selling Securityholder Indemnified Party against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a5(a) hereof, to which any such Selling Securityholder Indemnified Party may become subject, under the 1933 Act, the 1934 Exchange Act, other federal or state statutory law or regulation or otherwise, as incurred, but only with respect to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), or in any preliminary prospectus, any Issuer Free Writing Prospectus, the General Disclosure Package or the Prospectus (or any amendment or supplement to any of the foregoing), in reliance upon and in conformity with written information furnished to the Company by such the Selling Securityholder Securityholders expressly for use therein. The Company hereby acknowledges and agrees that the information furnished to the Company by such Selling Securityholder expressly for use in the Registration Statement (or any amendment thereto), or in any preliminary prospectus, any Issuer Free Writing Prospectus, the General Disclosure Package or the Prospectus (or any amendment or supplement to any of the foregoing), consists exclusively of the information regarding the beneficial ownership by such Selling Securityholder of the Secondary Notes set forth in the table under the caption “Selling Securityholders” in the Pre-Pricing Prospectus and the Prospectus.

Appears in 1 contract

Samples: Senior Notes Purchase Agreement (Spire Inc)

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