Common use of Indemnification of the Company and the Subsidiary Guarantors Clause in Contracts

Indemnification of the Company and the Subsidiary Guarantors. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, each of the Subsidiary Guarantors, each of its respective affiliates, directors and officers and each person, if any, who controls the Company or the Subsidiary Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Time of Sale Information, it being understood and agreed that the only such information consists of the following paragraphs in the Preliminary Prospectus and the Prospectus: (i) the second sentence of the paragraph opposite the caption “Summary-The Offering-Conflicts of Interest”, (ii) the third sentence of the paragraph opposite the caption “Summary-The Offering-Absence of Public Market for the Notes”, (iii) the third paragraph under the caption “Underwriting”, (iv) the third sentence of the fifth paragraph under the caption “Underwriting”, (v) the sixth paragraph under the caption “Underwriting” relating to stabilization and syndicate covering transactions and (vi) second sentence of the paragraph under the caption “Underwriting-Conflicts of Interest”.

Indemnification of the Company and the Subsidiary Guarantors. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, each of the Subsidiary Guarantors, each of its their respective affiliatesdirectors, directors and each of their respective officers who signed the Registration Statement and each person, if any, who controls the Company or any of the Subsidiary Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (aSection 7(a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Time of Sale Information, it being understood and agreed that the only such information consists of the following paragraphs information in the Preliminary Prospectus and the Prospectus: : (i) the second sentence of the paragraph opposite the caption “Summary-The Offering-Conflicts of Interest”, (ii) the third sentence of the paragraph opposite the caption “Summary-The Offering-Absence of Public Market for the Notes”, (iii) the third paragraph under the caption “Underwriting”, which paragraph relates to selling arrangements; (ivii) the third sentence and fourth sentences of the fifth paragraph under the caption “Underwriting”” in the Prospectus, which sentences relate to market-making; and (viii) the sixth paragraph under the caption “Underwriting,” relating which paragraph relates to stabilization and syndicate covering transactions and (vi) second sentence of the paragraph under the caption “Underwriting-Conflicts of Interest”stabilizing transactions.

Indemnification of the Company and the Subsidiary Guarantors. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, each of the Subsidiary Guarantors, each of its their respective affiliatesdirectors, directors and each of their respective officers who signed the Registration Statement and each person, if any, who controls the Company or any of the Subsidiary Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (aSection 7(a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Time of Sale Information, it being understood and agreed that the only such information consists of the following paragraphs information in the Preliminary Prospectus and the Prospectus: : (i) the second sentence of the paragraph opposite the caption “Summary-The Offering-Conflicts of Interest”, (ii) the third sentence of the paragraph opposite the caption “Summary-The Offering-Absence of Public Market for the Notes”, (iii) the third paragraph under the caption “Underwriting”, which paragraph relates to selling arrangements; (ivii) the third sentence of the fifth sixth paragraph under the caption “Underwriting”, which sentence relates to market-making; and (viii) the sixth seventh paragraph under the caption “Underwriting,” relating which paragraph relates to stabilization and syndicate covering transactions and (vi) second sentence of the paragraph under the caption “Underwriting-Conflicts of Interest”stabilizing transactions.

Indemnification of the Company and the Subsidiary Guarantors. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, each of the Subsidiary Guarantors, each of its their respective affiliatesdirectors, directors and each of their respective officers who signed the Registration Statement and each person, if any, who controls the Company or any of the Subsidiary Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (aSection 7(a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Time of Sale Information, it being understood and agreed that the only such information consists of the following paragraphs information in the Preliminary Prospectus and the Prospectus: : (i) the second sentence of the fourth paragraph opposite under the caption “Summary-The Offering-Underwriting (Conflicts of Interest)”, which paragraph relates to selling arrangements; (ii) the third sentence of the paragraph opposite the caption “Summary-The Offering-Absence of Public Market for the Notes”, (iii) the third tenth paragraph under the caption “UnderwritingUnderwriting (Conflicts of Interest)”, which sentence relates to market-making; and (iviii) the third sentence of the fifth seventh paragraph under the caption “Underwriting”, Underwriting (v) the sixth paragraph under the caption “Underwriting” relating to stabilization and syndicate covering transactions and (vi) second sentence of the paragraph under the caption “Underwriting-Conflicts of Interest”),” which paragraph relates to stabilizing transactions.

Indemnification of the Company and the Subsidiary Guarantors. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, each of Company and the Subsidiary Guarantors, each of its Guarantors and their respective affiliates, directors and officers who signed the Registration Statement and each person, if any, who controls the Company or either of the Subsidiary Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company or the Subsidiary Guarantors in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Time of Sale Information, it being understood and agreed that the only such information consists of the following paragraphs following: the statements set forth in the Preliminary Prospectus and last paragraph of the Prospectus: cover page, and, under the heading “Underwriting”, (i) the second sentence list of Underwriters and their respective participation in the sale of the paragraph opposite the caption “Summary-The Offering-Conflicts of Interest”Securities, (ii) the third sentence of the paragraph opposite the caption “Summary-The Offering-Absence of Public Market for the Notes”, sentences related to discounts and commissions and (iii) the third paragraph under the caption “Underwriting”, (iv) the third sentence of the fifth paragraph under the caption “Underwriting”, (v) the sixth paragraph under the caption “Underwriting” relating paragraphs related to stabilization and syndicate covering transactions and (vi) second sentence penalty bids in any Preliminary Prospectus or the final Prospectus constitute the only information furnished in writing by or on behalf of the paragraph under several Underwriters for inclusion in the caption “Underwriting-Conflicts of Interest”documents referred to in the foregoing indemnity.

Indemnification of the Company and the Subsidiary Guarantors. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, each of the Subsidiary Guarantors, each of its their respective affiliatesdirectors, directors and each of their respective officers who signed the Registration Statement and each person, if any, who controls the Company or any of the Subsidiary Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (aSection 7(a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Company in writing by such Underwriter through the Representatives Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Time of Sale Information, it being understood and agreed that the only such information consists of the following paragraphs information in the Preliminary Prospectus and the Prospectus: : (i) the second sentence of the paragraph opposite the caption “Summary-The Offering-Conflicts of Interest”, (ii) the third sentence of the paragraph opposite the caption “Summary-The Offering-Absence of Public Market for the Notes”, (iii) the third paragraph under the caption “"Underwriting”", which paragraph relates to selling arrangements; (ivii) the third sentence and fourth sentences of the fifth paragraph under the caption “"Underwriting”" in the Prospectus, which sentences relate to market-making; and (viii) the sixth paragraph under the caption “"Underwriting” relating ," which paragraph relates to stabilization and syndicate covering transactions and (vi) second sentence of the paragraph under the caption “Underwriting-Conflicts of Interest”stabilizing transactions.