Indemnification of the Issuers and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each Issuer, each of the Guarantors, their respective directors and officers and each person who controls each 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 Initial Purchaser furnished to the Issuers in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the following: the fourth paragraph, the third and fourth sentence of the seventh paragraph and the ninth paragraph, in each case, found under the heading “Plan of distribution.”
Appears in 5 contracts
Samples: Purchase Agreement (Restaurant Brands International Inc.), Purchase Agreement (Restaurant Brands International Inc.), Purchase Agreement (Restaurant Brands International Inc.)
Indemnification of the Issuers and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each Issuerthe Issuers, each of the Guarantors, each of their respective directors and officers and each person person, if any, who controls each Issuer the Issuers 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 Initial Purchaser furnished to the Issuers Partnership in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the followingfollowing paragraphs in the Preliminary Offering Memorandum and the Offering Memorandum: the fourth paragraph, the third and fourth sentence sentences of the seventh ninth paragraph and the ninth paragraph, in each case, found tenth paragraph under the heading caption “Plan of distribution.”
Appears in 4 contracts
Samples: Purchase Agreement (Archrock, Inc.), Purchase Agreement (Archrock, Inc.), Purchase Agreement (Archrock Partners, L.P.)
Indemnification of the Issuers and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each Issuer, each of the Guarantors, their respective directors and officers and each person who controls each 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 Initial Purchaser furnished to the Issuers in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the following: the fourth paragraph, the third and fourth sentence sentences of the seventh paragraph paragraph, and the ninth paragraph, in each case, found under the heading “Plan of distribution.”
Appears in 2 contracts
Samples: Purchase Agreement (Restaurant Brands International Inc.), Purchase Agreement (Restaurant Brands International Inc.)
Indemnification of the Issuers and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each Issuerthe Issuers, each of the Guarantors, each of their respective directors and officers and each person person, if any, who controls each Issuer the Issuers 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 Initial Purchaser furnished to the Issuers in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the followingfollowing paragraphs in the Preliminary Offering Memorandum and the Offering Memorandum: the fourth paragraph, the third and fourth sentence of the seventh paragraph and the ninth paragraph, in each case, found eighth paragraph under the heading “Plan of distributionDistribution” in the Preliminary Offering Memorandum and Offering Memorandum.”
Appears in 2 contracts
Samples: Purchase Agreement (GoDaddy Inc.), Purchase Agreement (GoDaddy Inc.)
Indemnification of the Issuers and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each Issuer, each of the Guarantors, their respective directors and officers and each person who controls each 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 Initial Purchaser furnished to the Issuers in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the following: the first sentence of the fourth paragraph, the third and fourth first sentence of the seventh eighth paragraph and the third sentence of the ninth paragraph, in each case, found under the heading “Plan of distribution.”
Appears in 2 contracts
Samples: Purchase Agreement (Restaurant Brands International Inc.), Purchase Agreement (Restaurant Brands International Inc.)
Indemnification of the Issuers and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each Issuerof the Issuers, each of the Guarantors, each of their respective directors and officers and each person person, if any, who controls each Issuer the Issuers 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 Initial Purchaser furnished to the Issuers in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the following: the fourth paragraphparagraphs two, the third eleven and fourth sentence of the seventh paragraph and the ninth paragraph, in each case, found twelve under the heading caption “Plan of distributionDistribution” in the Preliminary Offering Memorandum and the Offering Memorandum.”
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Indemnification of the Issuers and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each Issuer, each of the Guarantors, their respective directors and officers and each person who controls each 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 Initial Purchaser furnished to the Issuers in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the following: the fourth fifth paragraph, the third and fourth sentence sentences of the seventh paragraph eighth paragraph, and the ninth tenth paragraph, in each case, found under the heading “Plan of distribution.”
Appears in 1 contract
Samples: Purchase Agreement (Restaurant Brands International Inc.)
Indemnification of the Issuers and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, The Underwriter agrees to indemnify and hold harmless each Issuer, each of the Guarantors, each of their respective directors affiliates, officers, directors, employees, members, managers and officers agents, and each person person, if any, who controls each an 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 Initial Purchaser the Underwriter furnished to the Issuers in writing by such Initial Purchaser through the Representative Underwriter expressly for use in the Registration Statement, the Preliminary Offering MemorandumProspectus, any of the other Time of Sale Information, any Issuer Written Communication Free Writing Prospectus or the Offering Memorandum Prospectus (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the following: in the Preliminary Prospectus and the Prospectus the fourth sentence of the second paragraph, the third and fourth paragraph, the second sentence of the seventh fourth paragraph and the ninth paragraph, in each case, found first through fifth sentences of the sixth paragraph under the heading “Plan of distribution.Underwriting;”
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Indemnification of the Issuers and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each Issuerthe Issuers, each of the Guarantors, each of their respective directors and officers and each person person, if any, who controls each Issuer the Issuers 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 (or actions in respect thereof) 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 Initial Purchaser furnished to the Issuers in writing by such Initial Purchaser through the Representative Representatives expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information furnished by any Initial Purchaser consists of the following: the fourth paragraph, the third and fourth sentence fifth sentences of the seventh paragraph and the ninth paragraph, in each case, found paragraph under the heading “Plan of distributionDistribution” in the Preliminary Offering Memorandum and the Offering Memorandum.”
Appears in 1 contract
Indemnification of the Issuers and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each Issuer, each of the Guarantors, each of their respective directors and officers and each person person, if any, who controls each any 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 Initial Purchaser furnished to the Issuers in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the followingfollowing portions of the Preliminary Offering Memorandum and the Offering Memorandum: the fourth paragraphfourth, the third fifth and fourth sixth sentence of the seventh ninth paragraph and the ninth paragraph, in each case, found eleventh paragraph under the heading caption “Plan of distribution.”
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