Common use of Indemnification of the Issuer Clause in Contracts

Indemnification of the Issuer. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Issuer, each of the Guarantors, each of their respective directors, each of their respective officers who signed the Registration Statement and each person, if any, who controls the Issuer or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Issuer 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 Time of Sale Information, it being understood and agreed that the only such information consists of the following under the heading “Underwriting” in the Preliminary Prospectus and the Prospectus: the third paragraph, the fifth sentence of the seventh paragraph and the eighth, ninth, tenth, and eleventh paragraphs.

Appears in 2 contracts

Samples: Delphi Automotive PLC, Delphi Automotive PLC

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Indemnification of the Issuer. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Issuer, each of the Guarantors, each of their respective its directors, each of their respective its officers who signed the Registration Statement and each person, if any, who controls the Issuer or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act Act, in each case, 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 Issuer in writing by such Underwriter expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus or any Time of Sale InformationPricing Disclosure Package, it being understood and agreed that the only such information furnished by any Underwriter consists of the following under the heading “Underwriting” in the Preliminary Prospectus and the Prospectus: the third fifth paragraph, the fifth sentence of the seventh thirteenth paragraph and the eighth, ninth, tenth, and eleventh paragraphsfourteenth paragraph.

Appears in 2 contracts

Samples: Underwriting Agreement (Aptiv PLC), Aptiv PLC

Indemnification of the Issuer. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Issuer, each of the Guarantors, each of their respective directors, each of their respective officers who signed the Registration Statement and each person, if any, who controls the Issuer or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Issuer 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 Time of Sale Information, it being understood and agreed that the only such information consists of the following under the heading “Underwriting” in the Preliminary Prospectus and the Prospectus: the third paragraph, the fifth third sentence of the seventh paragraph and the eighth, ninth, tenth, eleventh and eleventh twelfth paragraphs.

Appears in 1 contract

Samples: Delphi Automotive PLC

Indemnification of the Issuer. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the IssuerIssuer and the Operating Partnership, each of the Guarantors, each of and their respective directors, each of their respective officers who signed the Registration Statement and each person, if any, who controls the Issuer or any of the Guarantors Operating Partnership, as applicable, 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 Issuer in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Prospectus (or any amendment or supplement thereto), any Marketing Materials, any Issuer Free Writing Prospectus Prospectus, any road show or any Time of Sale InformationInformation (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 under information in the heading Prospectus furnished on behalf of each Underwriter: the concession and reallowance figures appearing in the fifth paragraph of the section entitled “Underwriting” in the Preliminary Prospectus and the Prospectus: the third paragraph, the fifth sentence of the seventh paragraph and the eighth, ninth, tenth, and eleventh paragraphs.

Appears in 1 contract

Samples: Underwriting Agreement (American Realty Capital Properties, Inc.)

Indemnification of the Issuer. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Issuer, each of the Guarantors, each of their respective directors, each of their respective its directors and officers who signed the Registration Statement and each person, if any, who controls the Issuer or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Issuer in writing by such Underwriter through the Representatives expressly for use in the Registration Statement, the Preliminary Prospectus, any of the other Time of Sale Information, any Issuer Free Writing Prospectus or the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Time of Sale Information, it being understood and agreed that the only such information consists of the following under the heading “Underwriting” paragraphs in the Preliminary Prospectus and the ProspectusProspectus under the section “Underwriting (Conflicts of Interest)”: the third paragraph, the fifth sentence of the seventh paragraph and the eighth, ninth, tenth, and eleventh paragraphssecond paragraph.

Appears in 1 contract

Samples: Dollar Tree Inc

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Indemnification of the Issuer. Each Underwriter agrees, severally and not jointly, to indemnify and hold harmless the Issuer, each of the Guarantors, each of their respective directors, each of their respective officers who signed the Registration Statement and each person, if any, who controls the Issuer or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter furnished to the Issuer 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 Time of Sale Information, it being understood and agreed that the only such information consists of the following under the heading “Underwriting” in the Preliminary Prospectus and the Prospectus: the third paragraph, the fifth third sentence of the seventh sixth paragraph and the eighthseventh, ninthfifteenth, tenthsixteenth, seventeenth, eighteenth and eleventh the nineteenth paragraphs.

Appears in 1 contract

Samples: Delphi Automotive PLC

Indemnification of the Issuer. Each Underwriter Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Issuer, each of the Guarantors, each of their respective directorsdirectors and officers, each of their respective officers who signed the Registration Statement and each person, if any, who controls the Issuer or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Underwriter Initial Purchaser furnished to the Issuer in writing by such Underwriter Initial Purchaser through the Representatives expressly for use in the Registration Statement, Preliminary Offering Memorandum and the Prospectus Offering Memorandum (or any amendment or supplement thereto), any Issuer Free Writing Prospectus or any Time of Sale Information, it being understood and agreed that the only such information consists of the following following: (x) the fifth paragraph on page (ii) concerning overallotment and stabilizing transaction and (y) under the heading “Underwriting” in the Preliminary Prospectus and the Prospectus: "Plan of distribution", the third paragraph, concerning resales; the fourth and fifth sentence sentences of the seventh paragraph eighth paragraph, concerning market-making activity; and the eighthtenth paragraph, ninthconcerning overallotment, tenth, stabilizing transactions and eleventh paragraphssyndicate covering transactions.

Appears in 1 contract

Samples: Telesystem International Wireless Inc

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