Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing in the second paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting.”
Appears in 9 contracts
Samples: Management Agreement (Apollo Commercial Real Estate Finance, Inc.), Management Agreement (Apollo Commercial Real Estate Finance, Inc.), Underwriting Agreement (Apollo Commercial Real Estate Finance, Inc.)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its directors and 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 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 StatementStatement (or any amendment thereto), including any Rule 430 Information deemed to be a part thereof, the Prospectus, any Issuer Free Writing Prospectus or any Time of Sale Information (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following paragraphs in the Preliminary Prospectus and the Prospectus: the information in the Prospectus furnished on behalf sixth and seventh paragraphs and the third sentence of each Underwriter: the concession information appearing in the second eighth paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs Underwriting (Conflicts of text under the caption “Underwritinginterest).”
Appears in 8 contracts
Samples: Underwriting Agreement (W. P. Carey Inc.), Underwriting Agreement (W. P. Carey Inc.), Underwriting Agreement (W. P. Carey Inc.)
Indemnification of the Company. Each Underwriter of the Underwriters agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities (including, without limitation, reasonable legal fees and other reasonable expenses incurred in connection with any suit, action or proceeding or any claim asserted, as such fees and expenses are incurred) 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 expressly for use in the Preliminary Prospectus, the Registration StatementStatement (or any amendment or supplement thereto), any of the other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Free Writing Prospectus or the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished Prospectus: (i) the name of such Underwriter set forth on behalf of each Underwriter: the concession cover page, and (ii) the information appearing contained in the second fifth paragraph, the third sentence of the seventh paragraph, the tenth paragraph of text and the fourteenth paragraph under the caption “Underwriting” and (the information contained described in clauses (i) and (ii), collectively, the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingUnderwriter Information”).”
Appears in 8 contracts
Samples: Underwriting Agreement (Air Lease Corp), Underwriting Agreement (Air Lease Corp), Underwriting Agreement (Air Lease Corp)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information terms of the offering by the Underwriters in the Prospectus furnished on behalf of each Underwriter: the concession information appearing in the second third paragraph of text under the caption “UnderwritingUnderwriting (Conflicts of Interest)”; the information concerning market making by the Underwriters in the sixth paragraph under the caption “Underwriting (Conflicts of Interest)” and the information concerning short sales, stabilizing transactions and purchases to cover positions created by short sales by the Underwriters contained in the twelfth, thirteenth seventh and fourteenth ninth paragraphs of text under the caption “UnderwritingUnderwriting (Conflicts of Interest)”.”
Appears in 7 contracts
Samples: Underwriting Agreement (Moodys Corp /De/), Underwriting Agreement (Moodys Corp /De/), Underwriting Agreement (Moodys Corp /De/)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth seventh and fourteenth eighth paragraphs of text dealing with stabilizing transactions under the caption “Underwriting”.”
Appears in 6 contracts
Samples: Comerica Inc /New/, FNB Corp/Pa/, Comerica Inc /New/
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing the Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriterfollowing: the concession information appearing in names of the second paragraph Underwriters on the cover page of text and under the caption “Underwriting” in the Prospectus, the last paragraph on the cover page of the Prospectus and the information contained statements set forth in the twelfth, thirteenth fifth and fourteenth eighth paragraphs of text under the caption “Underwriting” in the Prospectus.”
Appears in 5 contracts
Samples: Raymond James Financial Inc, Raymond James Financial Inc, Underwriting Agreement (Raymond James Financial Inc)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists only of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing in the second paragraph of text under the caption “Underwriting” and the information contained in the twelfthlast paragraph on the front cover of the Prospectus regarding delivery of the Securities and the third paragraph, thirteenth the third and fourteenth fourth sentences of the fifth paragraph and the sixth and seventh paragraphs of text under the caption heading “Underwriting” in the Prospectus.”
Appears in 5 contracts
Samples: Underwriting Agreement (Raytheon Co/), Underwriting Agreement (Raytheon Co/), Underwriting Agreement (Raytheon Co/)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directorstrustees, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second paragraph of text second, third and fourth paragraphs under the caption “Underwriting” and ”, the information contained in the twelfth, thirteenth eighth and fourteenth ninth paragraphs of text under the caption “Underwriting.”
Appears in 4 contracts
Samples: Ramco Gershenson Properties Trust, Ramco Gershenson Properties Trust, Ramco Gershenson Properties Trust
Indemnification of the Company. Each Underwriter of the Underwriters agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities (including, without limitation, reasonable legal fees and other reasonable expenses incurred in connection with any suit, action or proceeding or any claim asserted, as such fees and expenses are incurred) 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 expressly for use in the Preliminary Prospectus, the Registration StatementStatement (or any amendment or supplement thereto), any of the other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Free Writing Prospectus or the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished Prospectus: (i) the name of such Underwriter set forth on behalf of each Underwriter: the concession cover page, and (ii) the information appearing contained in the second fifth paragraph, the third sentence of the seventh paragraph, the tenth paragraph of text and the fourteenth paragraph under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting”.”
Appears in 4 contracts
Samples: Underwriting Agreement (Air Lease Corp), Air Lease Corp, Air Lease Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth eleventh and fourteenth twelfth paragraphs of text under the caption “Underwriting.”
Appears in 4 contracts
Samples: Underwriting Agreement (Apollo Commercial Real Estate Finance, Inc.), Underwriting Agreement (Apollo Commercial Real Estate Finance, Inc.), Underwriting Agreement (Apollo Commercial Real Estate Finance, Inc.)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackagePreliminary Prospectus, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Preliminary Prospectus and Prospectus furnished on behalf of each Underwriter: the concession information discount figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelftheighth, thirteenth ninth and fourteenth tenth paragraphs of text under the caption “Underwriting”.”
Appears in 3 contracts
Samples: Underwriting Agreement (Ati Inc), Allegheny Technologies Inc, Allegheny Technologies Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its Company and the Subsidiary Guarantors and their respective directors and officers who signed the Registration Statement and each person, if any, who controls the Company or a Subsidiary Guarantor 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 any 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriterfollowing: the concession information appearing in last paragraph on the second cover of the Prospectus; the 5th paragraph of text under the caption “Underwriting” Underwriting section of the Prospectus; the 3rd sentence of the 7th paragraph of the Underwriting section of the Prospectus; and the information contained in 8th paragraph of the twelfth, thirteenth and fourteenth paragraphs Underwriting section of text under the caption “UnderwritingProspectus.”
Appears in 3 contracts
Samples: Advance Auto Parts Inc, Advance Auto Parts Inc, Advance Auto Parts Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 expressly for use in the Registration StatementInformation, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter Information consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth fourteenth paragraph and fourteenth paragraphs the first sentence of text the fifteenth paragraph under the caption “Underwriting”.”
Appears in 3 contracts
Samples: iRhythm Technologies, Inc., iRhythm Technologies, Inc., iRhythm Technologies, Inc.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its directors and 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages damages, liabilities or liabilities expenses 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 Pricing Disclosure Packagethe Time of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists only of the following information following: the statements contained (i) in the sixth paragraph, (ii) in the second sentence of the tenth paragraph (which, for the avoidance of doubt, describes the market (or lack thereof) for the Securities), and (iii) in the twelfth paragraph, in each case under the heading “Underwriting” in the Time of Sale Information and in the Prospectus furnished on behalf of and, with respect to each Underwriter: , such Underwriter’s name as it appears on the concession information appearing in the second paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwritingcover thereof.”
Appears in 3 contracts
Samples: Brunswick Corp, Brunswick Corp, Brunswick Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, each of its directors, 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 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 expressly for use in the Registration Statement, any Preliminary Prospectus, the Final Prospectus or any Issuer Free Writing Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Preliminary Prospectus and the Final Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfthtenth, thirteenth eleventh and fourteenth twelfth paragraphs of text under the caption “Underwriting” and, in the Preliminary Prospectus only, the information contained in the thirteenth paragraph under the caption “Underwriting”.”
Appears in 3 contracts
Samples: Underwriting Agreement (Rite Aid Corp), Rite Aid Corp, Rite Aid Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackagePreliminary Prospectus, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Preliminary Prospectus and Prospectus furnished on behalf of each Underwriter: the concession information discount figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelftheighth, thirteenth ninth and fourteenth tenth paragraphs of text under the caption “Underwriting”.”
Appears in 3 contracts
Samples: Underwriting Agreement (Allegheny Technologies Inc), Underwriting Agreement (Allegheny Technologies Inc), Allegheny Technologies Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its directors and 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages damages, liabilities or liabilities expenses 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 Pricing Disclosure Packagethe Time of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists only of the following information following: the statements contained (i) in the fifth paragraph, (ii) in the third sentence of the eighth paragraph (which, for the avoidance of doubt, describes the market (or lack thereof) for the Securities), and (iii) in the tenth paragraph, in each case under the heading “Underwriting” in the Time of Sale Information and in the Prospectus furnished on behalf of and, with respect to each Underwriter: , such Underwriter’s name as it appears on the concession information appearing in the second paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwritingcover thereof.”
Appears in 3 contracts
Samples: Brunswick Corp, Brunswick Corp, Brunswick Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, The Underwriters agree to indemnify and hold harmless the Company, its directors, its and the directors and officers of the Company 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 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 the Underwriters furnished to the Company in writing by such Underwriter the Underwriters expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter the Underwriters consists of the following information in the Prospectus furnished on behalf of each Underwriterthe Underwriters: the concession information figure appearing in the second sixth paragraph of text and the information concerning short selling and purchasing contained in the eleventh and twelfth paragraphs under the caption “Underwriting” and (collectively, the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingUnderwriters Information”).”
Appears in 2 contracts
Samples: Underwriting Agreement (Cannae Holdings, Inc.), Underwriting Agreement (Cannae Holdings, Inc.)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting,” and the information regarding availability of documents on websites and allocation of Shares contained in the twelfth, thirteenth and fourteenth paragraphs of text seventh paragraph under the caption “Underwriting,” and the information regarding market-making contained in the twelfth paragraph under the caption “Underwriting”.”
Appears in 2 contracts
Samples: SVB Financial Group, SVB Financial Group
Indemnification of the Company. Each The Underwriter agrees, severally and not jointly, agrees to indemnify and hold harmless the Company, its directors, 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 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 the Underwriter furnished to the Company in writing by such the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any the Underwriter consists of the following information in the Prospectus furnished on behalf of each the Underwriter: the concession information figure appearing in the second third paragraph of text under the caption “Underwriting” ”; the information contained in the seventh paragraph under the caption “Underwriting; the information contained in the thirteenth, fourteenth, fifteenth and sixteenth paragraphs concerning stabilizing transactions, short sales and passive market making under the caption “Underwriting”; and the information contained in the twelfth, thirteenth and fourteenth paragraphs last sentence of text the twenty-first paragraph under the caption “Underwriting.”
Appears in 2 contracts
Samples: Idenix Pharmaceuticals Inc, Idenix Pharmaceuticals Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement Company 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 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 any Underwriter through the Representatives expressly for use in the Registration Statement, any Company Additional Written Communication, any Issuer Free Writing Prospectus, the Preliminary Prospectus or the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Preliminary Prospectus furnished on behalf of each Underwriterand the Prospectus: the concession information appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfthProspectus, thirteenth and fourteenth paragraphs the third sentence of text the seventh paragraph under the caption “Underwriting” in the Prospectus and the eighth and ninth paragraphs under the caption “Underwriting” in the Prospectus.”
Appears in 2 contracts
Indemnification of the Company. Each Underwriter Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser through the Representative expressly for use in the Registration StatementPreliminary Offering Memorandum, any of the Prospectus other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter Initial Purchaser consists of the following information in the Prospectus Offering Memorandum furnished on behalf of each UnderwriterInitial Purchaser: the concession information appearing contained in the second fourth and fifth sentences of the eighth paragraph of text under the caption “UnderwritingPlan of distribution” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingPlan of distribution”, in each case in the Preliminary Offering Memorandum and the Offering Memorandum.”
Appears in 2 contracts
Samples: Rights Agreement (Navistar International Corp), Rights Agreement (Navistar International Corp)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figure appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfthseventh, twelfth and thirteenth paragraphs, the last two sentences of the fourteenth paragraph, and fourteenth paragraphs of text the fifteenth paragraph under the caption “Underwriting.”
Appears in 2 contracts
Samples: Underwriting Agreement (Clovis Oncology, Inc.), Execution Version (Clovis Oncology, Inc.)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (i) the concession information last paragraph of the cover page regarding the delivery of the Shares and (ii) under the heading “Underwriting”, (A) the list of Underwriters and their respective participations in the sale of Shares appearing in the second paragraph, (B) the concession and reallowance figures appearing in the fourth paragraph of text under the caption “Underwriting” and (C) the information contained in the twelfth, thirteenth seventh and fourteenth paragraphs of text under the caption “Underwritingeighth paragraphs.”
Appears in 2 contracts
Samples: BioFuel Energy Corp., BioFuel Energy Corp.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second fifth paragraph of text under the caption “Underwriting” and the information contained in the twelfth, twelfth and thirteenth and fourteenth paragraphs of text under the caption “Underwriting.”
Appears in 2 contracts
Samples: Cliffs Natural Resources Inc., Cliffs Natural Resources Inc.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting,” the last sentence of the third paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth sixteenth and fourteenth seventeenth paragraphs of text under the caption “Underwriting.”
Appears in 2 contracts
Samples: Underwriting Agreement (Apollo Residential Mortgage, Inc.), Apollo Commercial Real Estate Finance, Inc.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: The names and corresponding share amounts set forth in the table of Underwriters, the statements in the third paragraph concerning the terms of offering by the Underwriters, the concession information appearing amount identified in the second fifth paragraph, and the statements in the first sentence of the twelfth paragraph of text and the statements in the sixteenth paragraph concerning stabilization transactions, in each case under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingProspectus.”
Appears in 2 contracts
Samples: Underwriting Agreement (ImmunoGen, Inc.), Underwriting Agreement (Immunogen Inc)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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, Statement and the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus ) or any Pricing Disclosure PackagePreliminary Prospectus, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second fourth paragraph of text under the caption “Underwriting” and the information contained in the twelfthseventh, thirteenth eighth, ninth and fourteenth fifteenth paragraphs of text under the caption “Underwriting.”
Appears in 2 contracts
Samples: Underwriting Agreement (Homebanc Corp), Underwriting Agreement (Homebanc Corp)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (i) the concession information figure appearing in the second third paragraph of text under the caption “Underwriting;” and (ii) the information contained in the twelfththirteenth, thirteenth fourteenth, fifteenth and fourteenth sixteenth paragraphs of text referring to stabilizing transactions and passive market making under the caption “Underwriting.”
Appears in 2 contracts
Samples: Ironwood Pharmaceuticals Inc, Ironwood Pharmaceuticals Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, Company and each of its directors, its directors and 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 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 of a material fact 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriterfollowing: the concession information appearing in sentence regarding delivery of the second Securities on the cover page, the third paragraph under the caption “Underwriting,” the third sentence of text the fourth paragraph under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting—Stabilization and Short Positions.”
Appears in 2 contracts
Samples: Walgreens Boots Alliance, Inc., Walgreens Boots Alliance, Inc.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Prospectus, any road show or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing contained in the second second, third and fourth sentences of the third paragraph of text under the caption “Underwriting”; the twelfth paragraph relating to stabilizing transactions and syndicate covering transactions under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text paragraph relating to Regulation M under the caption “Underwriting”.”
Appears in 2 contracts
Samples: Underwriting Agreement (Redwood Trust Inc), Underwriting Agreement (Redwood Trust Inc)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (i) the concession information appearing names of the Underwriters on the cover page of the Preliminary Prospectus and the Prospectus; and (ii) the names of the Underwriters in the second paragraph of text table under the caption “Underwriting” in the Preliminary Prospectus and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingProspectus.”
Appears in 2 contracts
Samples: Underwriting Agreement (McMoran Exploration Co /De/), McMoran Exploration Co /De/
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing contained in the second paragraph of text third, twelfth and thirteenth paragraphs under the caption “Underwriting” and (the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingUnderwriter Information”).”
Appears in 2 contracts
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figures appearing in the second fourth paragraph of text under the caption “Underwriting” and the information contained in the twelfthparagraph beginning with the phrase “In connection with this offering, thirteenth the underwriters may engage in stabilizing transactions . . .” and fourteenth paragraphs each subsequent paragraph through and including the paragraph beginning with the phrase “In addition, in connection with this offering certain of text the underwriters (and selling group members) may engage in passive market making transactions . . .” under the caption “Underwriting.”
Appears in 2 contracts
Samples: Synovus Financial Corp, Synovus Financial Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Prospectuses (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus Prospectuses furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second fourth paragraph of text under the caption “Underwriting” and the information contained in the twelfthninth, thirteenth fourteenth, fifteenth and fourteenth twenty-second paragraphs of text under the caption “Underwriting”.”
Appears in 2 contracts
Samples: Gerdau Ameristeel Corp, Gerdau Ameristeel Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figure appearing in the second fifth paragraph of text under the caption “UnderwritingUnderwriting (Conflicts of Interest)” and the information contained in the twelfth, thirteenth ninth and fourteenth tenth paragraphs of text under the caption “UnderwritingUnderwriting (Conflicts of Interest).”
Appears in 2 contracts
Samples: Kennametal Inc, Kennametal Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus or any Issuer Free Writing Prospectus or any Pricing Disclosure PackageProspectus, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing contained in the fourth, sixth, eleventh and twelfth paragraphs and the second sentence of the fourteenth paragraph of text under the caption “Underwriting” and (the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingUnderwriter Information”).”
Appears in 2 contracts
Samples: Dynex Capital Inc, Dynex Capital Inc
Indemnification of the Company. Each Underwriter of the Underwriters agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities (including, without limitation, reasonable legal fees and other reasonable expenses incurred in connection with any suit, action or proceeding or any claim asserted, as such fees and expenses are incurred) 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 expressly for use in the Preliminary Prospectus, the Registration StatementStatement (or any amendment or supplement thereto), any of the other Time of Sale Information (including any of the other Time of Sale Information that has subsequently been amended), any Issuer Free Writing Prospectus or the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished Prospectus: (i) the name of such Underwriter set forth on behalf of each Underwriter: the concession cover page, and (ii) the information appearing contained in the second fifth paragraph, the third sentence of the seventh paragraph, the tenth paragraph of text and the fifteenth paragraph under the caption “Underwriting” and (the information contained described in clauses (i) and (ii), collectively, the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingUnderwriter Information”).”
Appears in 2 contracts
Samples: Air Lease Corp, Air Lease Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and ”, the information contained in the twelfth, eleventh and twelfth paragraphs and the third sentence of the thirteenth and fourteenth paragraphs of text paragraph under the caption “Underwriting”.”
Appears in 2 contracts
Samples: Underwriting Agreement (Trinity Industries Inc), Underwriting Agreement (Trinity Industries Inc)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph, the information regarding electronic and internet distribution appearing in the seventh paragraph of text and the information relating to stabilizing transactions contained in the fifteenth and sixteenth paragraphs, in each case under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting”.”
Appears in 2 contracts
Samples: Merrimack Pharmaceuticals Inc, Merrimack Pharmaceuticals Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in thirteenth, fourteenth and fifteenth paragraphs relating to underwriters’ stabilization activities and the twelfth, thirteenth and fourteenth paragraphs twenty-first paragraph with respect to the hedging plans of text the option counterparties under the caption “Underwriting.”
Appears in 2 contracts
Samples: Penn Virginia Corp, Penn Virginia Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following following: (i) the names of the Underwriters which appear on the front and back covers of the Prospectus; (ii) the names of the Underwriters which appear under the caption “Underwriting”; (iii) the information contained in the Prospectus furnished on behalf third and fourth sentences of each Underwriter: the concession information paragraph appearing in the second paragraph of text under the caption “Underwriting” which begins with the words “The notes are a new issue of securities…” and (iv) the information contained in the twelfth, thirteenth and fourteenth paragraphs of text paragraph appearing under the caption “Underwriting.” which begins with the words “In connection with this offering of the notes…”
Appears in 2 contracts
Samples: Letter Agreement (Xilinx Inc), Xilinx Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 to the same extent as the indemnity set forth in paragraph (a7(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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figure appearing in the second fifth paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text paragraph under the caption “Underwriting.”
Appears in 2 contracts
Samples: Underwriting Agreement (Cliffs Natural Resources Inc.), Cliffs Natural Resources Inc.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figure appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth tenth and fourteenth eleventh paragraphs of text under the caption “Underwriting”.”
Appears in 2 contracts
Samples: Swift Energy Co, Swift Energy Co
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Prospectus, any road show or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing contained in the second fourth paragraph of text under the caption “Underwriting” ”; the tenth and the information contained in the twelftheleventh paragraphs relating to stabilizing transactions, thirteenth syndicate covering transactions, and fourteenth paragraphs of text Regulation M under the caption “Underwriting”.”
Appears in 2 contracts
Samples: Underwriting Agreement (Redwood Trust Inc), Underwriting Agreement (Redwood Trust Inc)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth first two sentences of the ninth paragraph and fourteenth paragraphs of text the tenth paragraph under the caption “Underwriting.”
Appears in 2 contracts
Samples: M I Homes Inc, M I Homes Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfththird sentence of the eleventh paragraph, the twelfth paragraph and the thirteenth and fourteenth paragraphs paragraph of text under the caption “Underwriting.”
Appears in 2 contracts
Samples: Management Agreement (Apollo Commercial Real Estate Finance, Inc.), Management Agreement (Apollo Commercial Real Estate Finance, Inc.)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figure appearing in the second fifth paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth ninth and fourteenth tenth paragraphs of text under the caption “Underwriting.”
Appears in 2 contracts
Samples: Kennametal Inc, Kennametal Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption heading “UnderwritingUnderwriters,” the fifth paragraph under the heading “Underwriters” in the Prospectus related to discretionary accounts and the information contained eleventh paragraph under the heading “Underwriters” in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingProspectus related to stabilization.”
Appears in 2 contracts
Samples: Vanda Pharmaceuticals Inc., Vanda Pharmaceuticals Inc.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers and directors 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second paragraph of text under the caption “Underwriting” and the information contained in the twelfthfirst, thirteenth ninth and fourteenth tenth paragraphs of text under the caption “Underwriting.”
Appears in 2 contracts
Samples: Master Lease Agreement (Getty Realty Corp /Md/), Master Lease Agreement (Getty Realty Corp /Md/)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Canadian Prospectus, the U.S. Prospectus, any Issuer Free Writing Prospectus or the Time of Sale Information (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Canadian Prospectus and the U.S. Prospectus furnished on behalf of each Underwriter: the concession information appearing statements concerning the Underwriters in each sentence of the second paragraph of text eleventh and twelfth paragraphs, in each case, under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting”.”
Appears in 2 contracts
Samples: Underwriting Agreement (Goldcorp Inc), Underwriting Agreement (Goldcorp Inc)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 of material fact or alleged untrue statement or omission of material fact 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus Prospectus, any Written Testing-the-Waters Communication, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information concerning stabilization contained in the twelfth, thirteenth sixteenth and fourteenth seventeenth paragraphs of text under the caption “Underwriting.”
Appears in 2 contracts
Samples: RxSight, Inc., RxSight, Inc.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information (including any Time of Sale Information that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second first paragraph of text under the caption “Underwriting—Commissions and Discounts,” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting—Price Stabilization and Short Positions.”
Appears in 1 contract
Samples: Mannkind Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of (i) the following information names of the Underwriters on the bottom of the front and back cover pages of the Prospectus and in the Prospectus furnished on behalf of each Underwriter: table under the concession information appearing in the second first paragraph of text under the caption “Underwriting” and on page S-[●] of the information contained in Prospectus; (ii) the twelfth, thirteenth and fourteenth paragraphs eleventh paragraph of text under the caption “Underwriting” on page S-[●] of the Prospectus concerning the addresses of the Representatives; (iii) the [fourth] sentence in the [eighth] paragraph of text under the caption “Underwriting” on page S-[●] of the Prospectus concerning the Underwriters’ market-making activities; and (iv) the ninth paragraph of text under the caption “Underwriting” on page S-[●] of the Prospectus concerning over-allotment transactions, stabilizing transactions, syndicate covering transactions and penalty bids.”
Appears in 1 contract
Samples: Underwriting Agreement (Baidu, Inc.)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its directors and 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information paragraphs in the Preliminary Prospectus furnished on behalf and the Prospectus: (i) the third paragraph under the caption “Underwriting”, (ii) the third sentence of each Underwriter: the concession information appearing in the second sixth paragraph of text under the caption “Underwriting” and (iii) the information contained in the twelfth, thirteenth and fourteenth paragraphs of text seventh paragraph under the caption “Underwriting” relating to overallotment, stabilization and syndicate covering transactions.”
Appears in 1 contract
Samples: Ralph Lauren Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackagePreliminary Prospectus, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Preliminary Prospectus and Prospectus furnished on behalf of each Underwriter: the concession information discount figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth eighth and fourteenth ninth paragraphs of text under the caption “Underwriting”.”
Appears in 1 contract
Samples: Allegheny Technologies Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Prospectus, any road show or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing contained in the first and second sentences of the third paragraph of text under the caption “Underwriting” and ”; the information contained in third sentence of the twelfth, thirteenth and fourteenth paragraphs of text eleventh paragraph under the caption “Underwriting”; and the twelfth paragraph relating to over-allotment, stabilizing transactions and syndicate covering transactions under the caption “Underwriting”.”
Appears in 1 contract
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Prospectus, any road show or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing contained in the last sentence of the fourth paragraph, the first and second sentences of the ninth paragraph, and the thirteenth paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting”.”
Appears in 1 contract
Samples: Alder Biopharmaceuticals Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figure appearing in the second third paragraph of text under the caption “Underwriting” ”; the information contained in the seventh paragraph under the caption “Underwriting; the information contained in the thirteenth, fourteenth, fifteenth and sixteenth paragraphs concerning stabilizing transactions, short sales and passive market making under the caption “Underwriting”; and the information contained in the twelfth, thirteenth and fourteenth paragraphs last sentence of text the twenty-first paragraph under the caption “Underwriting.”
Appears in 1 contract
Samples: Idenix Pharmaceuticals Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth eighth and fourteenth ninth paragraphs of text dealing with stabilizing transactions under the caption “Underwriting”.”
Appears in 1 contract
Samples: FNB Corp/Pa/
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Prospectus, any road show or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figure appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfthfourteenth, thirteenth fifteenth and fourteenth seventeenth paragraphs of text under the caption “Underwriting”.”
Appears in 1 contract
Samples: Alder Biopharmaceuticals Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any road show or any Pricing Disclosure PackageTime of Sale Information (including any Time of Sale Information that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing contained in the second fourth paragraph, tenth paragraph (the first two sentences of text such paragraph only) and fifteenth paragraph describing passive market making under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting”.”
Appears in 1 contract
Samples: TimkenSteel Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figures appearing in the second fifth paragraph of text under the caption “Underwriting” and the information contained in under the twelfth, thirteenth and fourteenth paragraphs of text subheading Short Positions under the caption “Underwriting.”
Appears in 1 contract
Samples: Synovus Financial Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figures appearing in under the second paragraph of text subheading Discounts under the caption “Underwriting” and the information contained in under the twelfth, thirteenth and fourteenth paragraphs of text subheading Price Stabilization; Short Positions under the caption “Underwriting.”
Appears in 1 contract
Samples: RBB Bancorp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the CompanyCompany and, its subsidiaries and their respective directors, 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 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 expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing contained in the second paragraph of text third, sixteenth and seventeenth paragraphs relating to passive market making, stabilizing transactions and syndicate covering under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting”.”
Appears in 1 contract
Samples: Take Two Interactive Software Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting”, the information contained in the ninth paragraph under the caption “Underwriting” related to the availability of an electronic prospectus and internet distributions and the information contained in the twelfthfifteenth, thirteenth sixteenth, seventeenth and fourteenth eighteenth paragraphs of text under the caption “Underwritingrelating to stabilization, market making and short sales.”
Appears in 1 contract
Samples: Washington Federal Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second first paragraph of text under the caption subheading “Discounts and Expenses” under the heading “Underwriting” and the information second and fifth paragraphs under the subheading “Price Stabilizing Short Positions and Penalty Bids” under the heading “Underwriting,” in each case contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingProspectus.”
Appears in 1 contract
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second fourth paragraph of text under the caption “Underwriting” and the information regarding stabilization transactions contained in the twelfthnineteenth, thirteenth twentieth and fourteenth twenty-first paragraphs of text under the caption “Underwriting.”
Appears in 1 contract
Samples: Delta Petroleum Corp/Co
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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, Statement and the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus ) or any Pricing Disclosure PackagePreliminary Prospectus, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second _______ paragraph of text under the caption “"Underwriting” and ", the information contained in the twelfth, thirteenth and fourteenth paragraphs of text ________ paragraph under the caption “"Underwriting", and the following information in the Prospectus furnished on behalf of _______ [insert name of Underwriter]: [insert description of information, e.g., any material relationship described under the caption "Underwriting"].”
Appears in 1 contract
Samples: Dovebid Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: (1) on the front cover of the Preliminary Prospectus, the marketing name of each Underwriter, and (2) in the section captioned “Underwriting” in the Preliminary Prospectus: (A) the name of each Underwriter in the first table in such section, (B) the concession information figure appearing in the second paragraph sentence of text under the caption “Underwriting” fourth paragraph, and (C) the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwritingtwelfth paragraph concerning price stabilization.”
Appears in 1 contract
Samples: Ocwen Financial Corp
Indemnification of the Company. Each The Underwriter agrees, severally and not jointly, agrees to indemnify and hold harmless the Company, its directors, 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 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 the Underwriter furnished to the Company in writing by such the Underwriter expressly for use in the Registration Statement, the Pricing Disclosure Package, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus or any Issuer Free Writing Prospectus or any Pricing Disclosure PackageProspectus, it being understood and agreed upon that the only such information furnished by any the Underwriter consists of the following information in the Prospectus furnished on behalf of each UnderwriterProspectus: the concession information appearing contained in the fourth, sixth, eleventh and twelfth paragraphs and the second sentence of the fourteenth paragraph of text under the caption “Underwriting” and (the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingUnderwriter Information”).”
Appears in 1 contract
Samples: Dynex Capital Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, The Initial Purchaser agrees to indemnify and hold harmless the Company, its directors, 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 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 the Initial Purchaser through the Initial Purchaser expressly for use in the Registration StatementPreliminary Offering Circular, any of the Prospectus other Time of Sale Information, any Issuer Written Communication, any road show or the Offering Circular (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter the Initial Purchaser consists of the following information in the Prospectus Offering Circular furnished on behalf of each Underwriterthe Initial Purchaser: the concession information appearing in the second paragraph of text under the caption “Underwriting” and the information contained in the twelfthseventh paragraph, thirteenth eighth paragraph, second sentence of the ninth paragraph, fifteenth paragraph, sixteenth paragraph and fourteenth paragraphs of text eighteenth paragraph, under the caption “UnderwritingPlan of Distribution”.”
Appears in 1 contract
Samples: Purchase Agreement (Invacare Corp)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 the Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph, the information included in the last sentence of the third paragraph, the information included in the thirteenth, fourteenth and fifteenth paragraphs, the last sentence of the thirty-third paragraph of text and the information included in the thirty-fourth paragraph under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting”.”
Appears in 1 contract
Samples: Dunkin' Brands Group, Inc.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” ”, and the information contained in the twelfth, thirteenth twelfth through fifteenth and fourteenth seventeenth through nineteenth paragraphs of text under the caption “Underwriting”.”
Appears in 1 contract
Samples: Privatebancorp, Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Prospectus, any road show or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing in the second paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth thirteenth, fourteenth and fourteenth fifteenth paragraphs of text under the caption “Underwriting.”
Appears in 1 contract
Samples: Medicines Co /De
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text and the eleventh, twelfth and thirteenth paragraphs relating to Underwriter’s stabilization activities under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwriting”.”
Appears in 1 contract
Samples: Atp Oil & Gas Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its the Operating Company, their directors, its their officers who signed the Registration Statement and each person, if any, who controls the Company or the Operating Company 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) aboveof this Section 7, 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Preliminary Prospectus and the Prospectus furnished on behalf of each Underwriter: the concession information appearing table in paragraph 1, paragraphs three, seven, twelve and thirteen and, solely with respect to the second portion of such sentence referring to the underwriters, the first sentence of paragraph of text 15 under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingProspectus.”
Appears in 1 contract
Samples: Underwriting Agreement (Strategic Hotels & Resorts, Inc)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that that, for the purpose of this Section 7(b) and the provisos contained in each of Sections 3(b), 3(c) and 3(d) herein, the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and ”, the information contained in the twelfththirteenth paragraph under the caption “Underwriting”, thirteenth and fourteenth paragraphs the information furnished on behalf of text Macquarie Capital (USA) Inc. in the sixteenth paragraph under the caption “Underwriting.”.
Appears in 1 contract
Samples: Wilshire Bancorp Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second fourth paragraph of text under the caption “Underwriting,” the information contained in the eighth paragraph under the caption “Underwriting” and and; the information contained in the twelfth, thirteenth and fourteenth paragraphs of text concerning stabilizing transactions and short sales under the caption “Underwriting”.”
Appears in 1 contract
Samples: Clearwire Corp /DE
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its affiliates, its directors, 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 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)Prospectus, any Issuer Free Writing Prospectus or any Pricing Disclosure Package, Package (or any amendment or supplement thereto); it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing names of the underwriters set forth in the second paragraph of text table under the caption “Underwriting” second paragraph, the third, ninth, sixteenth and the information contained in the twelfth, thirteenth and fourteenth seventeenth paragraphs of text under the caption “Underwriting.”
Appears in 1 contract
Samples: Cemex Sab De Cv
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 the Underwriter furnished to the Company in writing by such Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageInformation, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the names of the Underwriters and the number of Underwritten Shares allocated to each Underwriter appearing in the first paragraph under the caption “Underwriting”, the concession and reallowance figure appearing in the third paragraph under the caption “Underwriting”, the ninth paragraph under the caption “Underwriting”, and the information appearing in the second twelfth paragraph of text under the caption “Underwriting” and that was furnished on behalf of Erste Group Bank AG disclosing that an affiliate of Erste Group Bank AG currently provides bank guarantees for the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingCompany.”
Appears in 1 contract
Samples: Letter Agreement (Central European Media Enterprises LTD)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its directors and 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information paragraphs in the Preliminary Prospectus furnished on behalf and the Prospectus: (i) the last paragraph of each Underwriter: the concession information appearing cover regarding the delivery of the Notes and, under the heading “Underwriting (Conflicts of Interest),” (ii) the first paragraph and corresponding table setting forth the Underwriters and their respective participation in the second sale of the Notes, (iii) the fifth paragraph of text under relating to selling concessions and reallowances and (iv) the caption “Underwriting” ninth paragraph relating to stabilization and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “Underwritingsyndicate covering transactions.”
Appears in 1 contract
Samples: Horace Mann Educators Corp /De/
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second fifth paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth seventh and fourteenth eighth paragraphs and the third sentence of text the eleventh paragraph under the caption “Underwriting.”
Appears in 1 contract
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, each of its directors, 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 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 Representative expressly for use in the Registration Statement, Statement and the Final Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus ) or any Pricing Disclosure PackagePreliminary Final Prospectus, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Final Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “"Underwriting” ", the information contained in the tenth, eleventh and twelfth paragraphs under the caption "Underwriting", and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text paragraph under the caption “"Underwriting".”
Appears in 1 contract
Samples: Rite Aid Corp
Indemnification of the Company. Each Underwriter Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Initial Purchaser furnished to the Company in writing by such Underwriter Initial Purchaser expressly for use in the Registration StatementPreliminary Offering Memorandum, any of the Prospectus other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter each Initial Purchaser consists of the following information in the Prospectus Offering Memorandum furnished on behalf of each UnderwriterInitial Purchaser: the concession information appearing name of the Initial Purchaser set forth in the second first paragraph and the first paragraph under the title “Price stabilization and short positions; repurchase of text ADSs,” in each case under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs Plan of text under the caption “UnderwritingDistribution.”
Appears in 1 contract
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing in third sentence of the second first paragraph on the cover page concerning the price at which the Underwriters propose to offer the shares; the last paragraph on the cover page concerning delivery of the Shares; and the third paragraph of text under the caption “Underwriting” and concerning the information contained in price at which the twelfth, thirteenth and fourteenth paragraphs of text under Underwriters propose to offer the caption “Underwritingshares.”
Appears in 1 contract
Samples: Avalonbay Communities Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement Statement, the Forward Purchaser, the Forward Seller, each of the directors and officers of the Forward Purchaser and Forward Seller, and each person, if any, who controls the Company Company, the Forward Purchaser or the Forward Seller 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information appearing in last paragraph on the second cover page concerning delivery of the Shares; and the first sentence of the third paragraph of text under the caption heading “Underwriting” and concerning the information contained in price at which the twelfth, thirteenth and fourteenth paragraphs of text under Underwriters propose to offer the caption “Underwritingshares.”
Appears in 1 contract
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figures appearing in the second fourth paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs paragraph beginning with the phrase “The underwriters will be permitted to engage in certain transactions that stabilize the price of text the Preferred Stock…” under the caption “Underwriting.”
Appears in 1 contract
Samples: Synovus Financial Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figure appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfthseventh, twelfth and thirteenth paragraphs, the last two sentences of the fourteenth paragraph, and fourteenth paragraphs of text the fifteenth paragraph under the caption “Underwriting.”
Appears in 1 contract
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text seventh paragraph under the caption “Underwriting.”
Appears in 1 contract
Samples: Cliffs Natural Resources Inc.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished last paragraph on behalf the cover page of each Underwriter: the concession Prospectus, the information appearing in the second table on Page S-31 listing the “Underwriters,” the “Principal Amount of Notes” and in the third, sixth and seventh paragraphs and the fifth sentence of the ninth paragraph of text under the caption “Underwriting” and beginning on page S-31 of the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingProspectus.”
Appears in 1 contract
Samples: Underwriting Agreement (Kellogg Co)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information figure appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfthseventh, twelfth and thirteenth paragraphs, the last two sentences of the fourteenth paragraph, and fourteenth paragraphs of text the fifteenth paragraph under the caption “Underwriting”.”
Appears in 1 contract
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfth, twelfth and thirteenth and fourteenth paragraphs of text under the caption “Underwriting.”
Appears in 1 contract
Samples: Kennametal Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfthseventh paragraph, the twelfth paragraph, the thirteenth paragraph, the last sentence of the third paragraph and the last two sentences of the fourteenth paragraphs of text paragraph under the caption “Underwriting.”
Appears in 1 contract
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information following: (i) the names of the Underwriters in the Prospectus furnished on behalf of each Underwriter: the concession information appearing table in the second first paragraph of text under the caption “Underwriting” in the Preliminary Prospectus dated November 14, 2007 and the information contained in Prospectus; and (ii) the twelfththird, thirteenth seventh (first sentence only) and fourteenth eighth (first and last sentences only) paragraphs of text under the caption “Underwriting” in the Preliminary Prospectus dated November 14, 2007 and the Prospectus.”
Appears in 1 contract
Samples: Underwriting Agreement (Avery Dennison Corporation)
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Registration Statement and the Prospectus furnished on behalf of each Underwriter: the concession information and reallowance figures appearing in the second third paragraph of text under the caption “Underwriting” and the information contained in the twelfthseventh, twelfth and thirteenth paragraphs, the last sentence of the third paragraph and fourteenth paragraphs the last two sentences of text the fourteen paragraph under the caption “Underwriting”.”
Appears in 1 contract
Samples: Clovis Oncology, Inc.
Indemnification of the Company. Each The Underwriter agrees, severally and not jointly, agrees to indemnify and hold harmless the Company, its directors, 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 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 the Underwriter furnished to the Company in writing by such the Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus Prospectus, any road show or any Pricing Disclosure PackagePackage (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed upon that the only such information furnished by any the Underwriter consists of the following information in the Prospectus furnished on behalf of each the Underwriter: the concession information appearing in the second sentence of the fourth paragraph of text and in paragraphs eleven, twelve and fourteen under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “"Underwriting.”
Appears in 1 contract
Samples: Bank of the Ozarks Inc
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers who signed the Registration Statement and Statement, 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 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 Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each Underwriter: the concession information and discount figures appearing in the second third paragraph of text under the caption “Underwriting,” and the information contained in the twelfth, thirteenth thirteenth, fourteenth and fourteenth twentieth paragraphs of text under the caption “Underwriting.”
Appears in 1 contract
Samples: NetQin Mobile Inc.
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, 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 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 or through the Representative expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Pricing Disclosure PackageTime of Sale Information, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Prospectus furnished on behalf of each UnderwriterProspectus: the selling concession information and reallowance figures appearing in the second third paragraph of text and the twelfth and thirteenth paragraphs relating to the Underwriters’ stabilization activities under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs Underwriting (Conflicts of text under the caption “UnderwritingInterest).”
Appears in 1 contract
Samples: Penn Virginia Corp
Indemnification of the Company. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Company, its the Operating Company, their directors, its their officers who signed the Registration Statement and each person, if any, who controls the Company or the Operating Company 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) aboveof this Section 7, 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 Pricing Disclosure Package, it being understood and agreed upon that the only such information furnished by any Underwriter consists of the following information in the Preliminary Prospectus and the Prospectus furnished on behalf of each Underwriter: the concession information appearing table in paragraph 1, paragraphs three, eleven, twelve, thirteen and the second first three sentences of paragraph of text 7 under the caption “Underwriting” and the information contained in the twelfth, thirteenth and fourteenth paragraphs of text under the caption “UnderwritingProspectus.”
Appears in 1 contract
Samples: Strategic Hotels & Resorts, Inc