Common use of Indemnification of Company, Directors and Officers Clause in Contracts

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a) hereof, as incurred, but only with respect to, arising out of or based on untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act (collectively, the “Company Indemnitees”), against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package any Written Testing-the-Waters Communication, any Marketing Materials or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissionsomissions of a material fact, or alleged untrue statements or omissionsomissions of a material fact, made in the Registration Statement (or any amendment thereto), including any information the Rule 430A Information and the Rule 434 Information deemed to be a part thereof pursuant to Rule 430Bthereof, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 controls, or is under common control with, the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly, agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to including, without limitation, the Rule 430B430B Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package (or any part thereof) or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed Company and the Registration StatementOperating Partnership, and each person, if any, who controls either of the Company or the Operating Partnership within the meaning of Section 15 of the Securities Act 1933 Act, and any director, officer, employee or Section 20 of the Exchange Act affiliate thereof, against any and all loss, liability, claim, damage damage, and expense described in the indemnity contained in subsection (a) of this Section 7(a) hereof6, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, ) or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by any Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or any preliminary prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Written Testing-the-Waters Communication or the Prospectus (or any amendment or supplement thereto) or in any Marketing Materials in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the CompanyTransaction Entities, its their respective directors, each of its their respective officers who signed the Registration Statement, and each person, if any, who controls either of the Company Transaction Entities within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense (including the reasonable fees and disbursements of counsel) described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any post-effective amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in any preliminary prospectus, any Written Testing-the-Waters Communication, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally but not jointly agrees to indemnify indemnify, defend 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430 Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter Agent, severally and not jointly, agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a6(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Informationinformation furnished to the Company by such Agent in writing expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, each of 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a)(i), (ii) hereofand (iii) of this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430B Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, Company and Yield LLC and their directors or managers and each officer of its officers the Company who signed the Registration Statement, and each person, if any, who controls the Company or Yield LLC within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) or any Marketing Materials in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, Written Testing-the-Waters Communication, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Offering Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a) hereof6(a), as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Offering Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectusPreliminary Offering Circular, any Issuer Free Writing ProspectusTesting-the-Waters Communication, any road show presentation made to investors by the Company, the Pricing General Disclosure Package or the Prospectus Offering Circular (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the CompanyCompany Parties, its each of their directors, each of its their officers who signed the Registration Statement, and each person, if any, who controls any of the Company Parties within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a6(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter InformationInformation provided by such Underwriter.

Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees to indemnify and hold harmless the CompanyCompany and the Guarantor, its their directors, each of its their officers who signed the Registration Statement, and each person, if any, who controls the Company and the Guarantor within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company or the Guarantor by such Underwriter Informationexpressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) or in any Marketing Materials in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees to indemnify and hold harmless the Company, its the Operating Partnership, the Company’s directors, each of its the Company’s officers who signed the Registration Statement, and each person, if any, who controls the Company or the Operating Partnership within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly, agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage damage, and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430BRules 430A, or in any preliminary prospectus, any Issuer Free Writing Prospectus430B and 430C, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Underwriters’ Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a)(1) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in any preliminary prospectus, any Issuer Issuer-Represented Free Writing Prospectus, the Pricing General Disclosure Package Package, any Written Testing-the-Waters Communication or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its each Guarantor, their respective directors, each of its their officers who signed the Registration Statement, and each person, if any, who controls the Company or any Guarantor within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all losslosses, liabilityliabilities, claimclaims, damage damages and expense expenses described in the indemnity contained in Section 7(a) hereof6(a), as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information the Rule 430A Information and the Rule 434 Information deemed to be a part thereof pursuant to Rule 430Bthereof, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representative expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Written Testing-the-Waters Communication or the Prospectus (or any amendment or supplement thereto) or any Marketing Materials in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430 Information, if applicable, or in any preliminary prospectus, the Base Prospectus, any Issuer Prospectus Supplement, any Issuer-Represented Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its the Operating Partnership and the Company’s directors, each of its the Company’s officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each The Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430B Information, if any, or in any preliminary prospectus, the Statutory Prospectus, any Issuer Issuer-Represented Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in any preliminary prospectus, any Issuer Issuer-Represented Free Writing Prospectus, any Written Testing-the-Waters Communication, any road show presentation made to investors by the Pricing Company, the General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally but not jointly agrees to indemnify indemnify, defend 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430 Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its the Guarantors, each of their respective directors, each of its officers who signed the Registration Statement, and each person, if any, who controls the Company or the Guarantors within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a6(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally and not jointly agrees 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 1933 Act or Section 20 of the Exchange Act Xxxxxxx 00 xx xxx 0000 Xxx against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including ) or any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. Each The Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information. The indemnity agreement set forth in this Section 6(b) shall be in additional to any other liabilities that the Underwriter may otherwise have.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all losslosses, liabilityclaims, claimdamages or liabilities (or actions in respect thereof) insofar as such losses, damage and expense described claims, damages or liabilities (or actions in the indemnity contained in Section 7(arespect thereof) hereof, as incurred, but only with respect to, arising arise out of or are based on upon any untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, its employees, its agents and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectusthe General Disclosure Package, any Issuer Free Writing the Pricing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus Rights Circular (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a)(1) hereofand (b) of this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430B Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough any Representative expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter severally (and not jointly) agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, including fees of counsel reasonably incurred in connection with defending or investigating any such action or claim, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationdirectly or through Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. the Operating Partnership and CBC. Each Underwriter severally agrees to indemnify and hold harmless the Company, its the Operating Partnership and CBC, the Company's directors, each of its the Company's officers who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Merrill Lynch expressly for use in the Registration Statement (or any xxxxxxxnx xxxreto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless each of the CompanyCompany and Laundry Corp., its respective 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A In formation or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Mxxxxxx Lxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Trust and the Company, its directors, each of its officers and trustees, as applicable, who signed the Registration Statement, and each person, if any, who controls the Trust or the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company or the Trust by such Underwriter Informationthrough Mxxxxxx Lxxxx or counsel for the Underwriters expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense whatsoever to which the Company may become subject as described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) ), but only to the extent made in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. Each Underwriter agrees, severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its directors, each of its officers who signed the Registration Statement, and each person, if any, person who controls the Company within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communications, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) or any Marketing Materials in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Written Testing-the-Waters Communication or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, including fees of counsel reasonably incurred in connection with defending or investigating any such action or claim, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act (collectively, the “Company Indemnitees”), against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or 20 omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.. (c)

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or and Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in subsection (a) of this Section 7(a) hereof7, and with respect to such expenses, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, any Road Show, the Pricing General Disclosure Package Package, or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter Agent, severally and not jointly, agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Informationinformation furnished to the Company by the Agents in writing expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, each of 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a)(i), (ii) hereofand (iii) of this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430B Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representative expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter Agent and Forward Purchaser, severally and not jointly, agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(a6(a) hereof, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Informationinformation furnished to the Company by such Agent or Forward Purchaser in writing expressly for use therein.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), any preliminary prospectus, including any information deemed to be a part thereof pursuant to Rule 430B, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430 Information, if applicable, or in any preliminary prospectus, the Base Prospectus, any Issuer Prospectus Supplement, the Prospectus, or any Issuer-Represented Free Writing Prospectus, the Pricing Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees to indemnify and hold harmless the Company, its each Guarantor, their respective directors, each of its their officers who signed the Registration Statement, and each person, if any, who controls the Company or any Guarantor within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act against any and all losslosses, liabilityliabilities, claimclaims, damage damages and expense expenses described in the indemnity contained in Section 7(a) hereof6(a), as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information the Rule 430A Information and the Rule 434 Information deemed to be a part thereof pursuant to Rule 430Bthereof, if applicable, or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough the Representatives expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).

Indemnification of Company, Directors and Officers. Each Underwriter Underwriter, severally and not jointly, agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in the General Disclosure Package, any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package Written Testing-the-Waters Communication or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange Act 1934 Act, against any and all loss, liability, claim, damage and expense described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B430A Information, or in any preliminary prospectus, any Issuer Free Writing Prospectus, any Written Testing-the-Waters Communication, the Pricing General Disclosure Package or the Prospectus (or any amendment or supplement thereto) in reliance upon and in conformity with the Underwriter Information.

Indemnification of Company, Directors and Officers. Each Underwriter severally agrees 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 1933 Act or Section 20 of the Exchange 1934 Act against any and all loss, liability, claim, damage and expense whatsoever to which the Company may become subject as described in the indemnity contained in Section 7(asubsection (a) hereofof this Section, as incurred, but only with respect to, arising out of or based on to untrue statements or omissions, or alleged untrue statements or omissions, made in the Registration Statement (or any amendment thereto), including any information deemed to be a part thereof pursuant to the Rule 430B, 430A Information or in any preliminary prospectus, any Issuer Free Writing Prospectus, the Pricing Disclosure Package prospectus or the Prospectus (or any amendment or supplement thereto) ), but only to the extent made in reliance upon and in conformity with written information furnished to the Company by such Underwriter Informationthrough Xxxxxxx Xxxxx expressly for use in the Registration Statement (or any amendment thereto) or such preliminary prospectus or the Prospectus (or any amendment or supplement thereto).