Indemnification by the Stockholders. Each Stockholder agrees to indemnify, hold harmless and reimburse, to the fullest extent permitted by Law (in the same manner and to the same extent as set forth in Section 4(a)), the Company, its Affiliates, officers, directors, and each Person, if any, who controls any of the foregoing within the meaning of the Securities Act or the Exchange Act, with respect to any untrue statement or alleged untrue statement of a material fact in or omission or alleged omission to state a material fact from such Registration Statement, any Prospectus contained therein, or any amendment or supplement thereto, to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information about such Stockholder furnished to the Company by such Stockholder or its authorized representative expressly for inclusion therein, it being understood and agreed that the only such information furnished by any Stockholder consists of the information described as such in Section 4(a); provided that a Stockholder shall not be liable for any amounts in excess of the net proceeds received by such Stockholder from sales of Registrable Securities pursuant to the Registration Statement to which the claims relate; provided, further, that the obligations of the Stockholders shall be several and not joint and several. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any indemnified party and shall survive the transfer of such securities by the Company.
Appears in 6 contracts
Samples: Investment Agreement (Strategic Value Bank Partners LLC), Registration Rights Agreement (First Foundation Inc.), Investment Agreement (First Foundation Inc.)
Indemnification by the Stockholders. Each As a condition to including any Registrable Securities in any registration statement, the Reorganized Company shall have received an undertaking reasonably satisfactory to it from each Registering Stockholder agrees so including any Registrable Securities to indemnify, indemnify and hold harmless and reimburse, to the fullest extent permitted by Law (in the same manner and to the same extent as set forth in paragraph (a) of this Section 4(a)), 2.6) the Reorganized Company, its Affiliates, officers, directors, and each director of the Reorganized Company, each officer of the Reorganized Company and each other Person, if any, who controls any of the foregoing Reorganized Company within the meaning of the Securities Act or the Exchange Act, with respect to any untrue statement or alleged untrue statement of a material fact in or omission or alleged omission to state a material fact from such Registration Statementregistration statement, any Prospectus preliminary prospectus, final prospectus or summary prospectus contained therein, or any amendment or supplement thereto, to the extent, but only to the extent, that extent such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information about such Stockholder furnished to the Reorganized Company through an instrument duly executed by such Registering Stockholder specifically stating that it is for use in the preparation of such registration statement, preliminary prospectus, final prospectus, summary prospectus, amendment or its authorized representative expressly for inclusion thereinsupplement; provided, it being understood and agreed however, that the only liability of such information furnished by any Stockholder consists indemnifying party under this Section 2.6(b) shall be limited to the amount of the information described as such in Section 4(a); provided that a Stockholder shall not be liable for any amounts in excess proceeds (net of the net proceeds expenses and underwriting discounts and commissions) received by such Stockholder from sales of Registrable Securities pursuant indemnifying party in the offering giving rise to the Registration Statement to which the claims relate; provided, further, that the obligations of the Stockholders shall be several and not joint and severalsuch liability. Such indemnity shall remain in full force and effect effect, regardless of any investigation made by or on behalf of the Reorganized Company or any indemnified party such director, officer or controlling Person and shall survive the transfer of such securities by the Companysuch Stockholder.
Appears in 2 contracts
Samples: Registration Rights Agreement (Appaloosa Management Lp), Registration Rights Agreement (Bio Plexus Inc)
Indemnification by the Stockholders. Each Stockholder agrees to indemnify, indemnify and hold harmless and reimburse, to the fullest extent permitted by Law (in the same manner and to the same extent as set forth in Section 4(a)), ) the Company, its Affiliateseach member of the Board, officerseach officer, directors, employee and agent of the Company and each Personother person, if any, who controls any of the foregoing within the meaning of the Securities Act or the Exchange Act, with respect to any untrue statement or alleged untrue statement of a material fact in or omission or alleged omission to state a material fact from such Registration Statement, any Prospectus contained therein, or any amendment or supplement thereto, to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information about such Stockholder furnished to the Company by such Stockholder or its authorized representative expressly specifically for inclusion in such Registration Statement, Prospectus, amendment or supplement and has not been corrected in a subsequent Registration Statement, any Prospectus contained therein, it being understood and agreed or any amendment or supplement thereto prior to or concurrently with the sale of the Registrable Securities to the person asserting the claim; provided, however, that the only such information furnished by any Stockholder consists of the information described as such in Section 4(a); provided that a Stockholder shall not be liable for any amounts in excess of the net proceeds received by such Stockholder from sales of Registrable Securities pursuant to the Registration Statement registration statement to which the claims relate; , and provided, further, that the obligations of the Stockholders shall be several and not joint and several. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any indemnified party and shall survive the transfer of such securities by the Company.
Appears in 1 contract
Samples: Registration Rights Agreement (Brookdale Senior Living Inc.)
Indemnification by the Stockholders. Each Stockholder agrees to indemnify, indemnify and hold harmless and reimburse, to the fullest extent permitted by Law (in the same manner and to the same extent as set forth in Section 4(a)), ) hereof) the Company, its Affiliateseach member of the Board of Directors, officerseach officer, directorsemployee, advisor, representative and agent of the Company, Affiliates of the foregoing and each Person, if any, who controls any of the foregoing within the meaning of the Securities Act or the Exchange Act, with respect to any untrue statement or alleged untrue statement of a material fact in or omission or alleged omission to state a material fact from such Registration Statement, any Prospectus contained therein, or any amendment or supplement thereto, to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information about such Stockholder furnished to the Company by such Stockholder or its authorized representative expressly specifically for inclusion in such Registration Statement, Prospectus, amendment or supplement and has not been corrected in a subsequent Registration Statement, any Prospectus contained therein, it being understood and agreed or any amendment or supplement thereto prior to or concurrently with the sale of the Registrable Securities to the person asserting the claim; provided, however, that the only such information furnished by any Stockholder consists of the information described as such in Section 4(a); provided that a Stockholder shall not be liable for any amounts in excess of the net proceeds received by such Stockholder from sales of Registrable Securities pursuant to the Registration Statement registration statement to which the claims relate; , and provided, further, that the obligations of the Stockholders shall be several and not joint and several. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any indemnified party and shall survive the transfer of such securities by the Company.
Appears in 1 contract
Samples: Investor Rights Agreement (Granite Point Mortgage Trust Inc.)