Common use of Indemnification of the Underwriters by the Selling Stockholders Clause in Contracts

Indemnification of the Underwriters by the Selling Stockholders. Each of the Selling Stockholders severally (and not jointly) in proportion to the number of Shares to be sold by such Selling Stockholder hereunder agrees to indemnify and hold harmless each Underwriter, its affiliates, directors and officers and each person, if any, who controls such Underwriter 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, provided, that each Selling Stockholder’s agreement to indemnify and hold harmless hereunder shall only apply insofar as such losses, claims, damages or liabilities arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder in writing to the Company, relating to such Selling Stockholder expressly for use in the Pricing Disclosure Package, Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, it being understood and agreed that for the purposes of this Agreement, the only information so furnished by such Selling Stockholder consists of such Selling Stockholder’s Selling Stockholder Information.

Appears in 4 contracts

Samples: Underwriting Agreement (RealD Inc.), Underwriting Agreement (Aspen Technology Inc /De/), Underwriting Agreement (RealD Inc.)

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Indemnification of the Underwriters by the Selling Stockholders. Each of the Selling Stockholders Stockholder, severally (and not jointly) in proportion to the number of Shares to be sold by such Selling Stockholder hereunder , agrees to indemnify and hold harmless each Underwriter, its affiliatesAffiliates, directors selling agents, directors, officers, members and officers employees, and each person, if any, who controls such any Underwriter within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act to the same extent as and in the indemnity manner set forth in paragraph clauses (aa)(i), (ii) and (iii) above; provided, providedhowever, that each Selling Stockholder’s agreement Stockholder shall be liable only to indemnify and hold harmless hereunder shall only apply insofar as the extent that such losses, claims, damages untrue statement or liabilities arise out of, or are based upon, any alleged untrue statement or omission or alleged untrue statement or omission to state a material fact has been made in reliance upon and in conformity with any information furnished by such Selling Stockholder in writing to the Company, relating to such Selling Stockholder expressly for use in the Pricing Disclosure Package, Registration Statement, any preliminary prospectus, any Issuer Free Writing Prospectus, the General Disclosure Package or the Prospectus (or any amendment or supplement thereto)) in reliance on and in conformity with the Selling Stockholder Information relating to such Selling Stockholder; provided, further, that the liability under this subsection of each Selling Stockholder shall be limited to an amount equal to the aggregate gross proceeds after any Issuer Free Writing Prospectusunderwriting commissions and discounts, it being understood and agreed that for but before deducting expenses, to such Selling Stockholder from the purposes sale of this Agreement, the only information so furnished Securities sold by such Selling Stockholder consists of such Selling Stockholder’s Selling Stockholder Informationhereunder.

Appears in 3 contracts

Samples: Underwriting Agreement (Warrior Met Coal, Inc.), Underwriting Agreement (Warrior Met Coal, Inc.), Underwriting Agreement (Warrior Met Coal, Inc.)

Indemnification of the Underwriters by the Selling Stockholders. Each of the Selling Stockholders severally (and not jointly) in proportion to the number of Shares to be sold by such Selling Stockholder hereunder jointly agrees to indemnify and hold harmless each Underwriter, its affiliates, directors and officers and each person, if any, who controls such Underwriter 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, provided, that each Selling Stockholder’s agreement to indemnify and hold harmless hereunder shall only apply insofar as such losses, claims, damages or liabilities arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder in writing to the Company, relating to such Selling Stockholder expressly for use in the Pricing Disclosure PackageTime of Sale Information, Registration Statement, any Issuer Free Writing Prospectus or the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectus, it being understood and agreed that for the purposes of this Agreementagreement, the only information so furnished by such Selling Stockholder consists of such Selling Stockholder’s Selling Stockholder Information.

Appears in 3 contracts

Samples: Underwriting Agreement (SolarWinds, Inc.), Underwriting Agreement (SolarWinds, Inc.), Underwriting Agreement (SolarWinds, Inc.)

Indemnification of the Underwriters by the Selling Stockholders. Each of the Selling Stockholders Stockholders, severally (and not jointly) in proportion to the number of Shares to be sold by such Selling Stockholder hereunder hereunder, agrees to indemnify and hold harmless each Underwriter, its affiliates, directors and officers and each person, if any, who controls such Underwriter within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each of the other Selling Stockholders to the same extent as the indemnity set forth in paragraph (a) above, provided, provided that each Selling Stockholder’s agreement to indemnify and hold harmless hereunder shall only apply insofar as such losses, claims, damages or liabilities arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder in writing to the Company, relating to such Selling Stockholder expressly for use in the Pricing Disclosure Package, Registration Statement, the Pricing Disclosure Package and the Prospectus (or and any amendment or supplement thereto), any Issuer Free Writing Prospectus, it being understood and agreed that for the purposes of this Agreementagreement, the only information so furnished by such Selling Stockholder consists of such Selling Stockholder’s Selling Stockholder Information.

Appears in 2 contracts

Samples: Underwriting Agreement (ReachLocal Inc), Underwriting Agreement (ReachLocal Inc)

Indemnification of the Underwriters by the Selling Stockholders. Each of the Selling Stockholders severally (and not jointly) in proportion to the number of Shares to be sold by such Selling Stockholder hereunder agrees to indemnify and hold harmless each Underwriter, its affiliates, directors and officers and each person, if any, who controls such Underwriter 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, provided, provided that each Selling Stockholder’s agreement to indemnify and hold harmless hereunder shall only apply insofar as such losses, claims, damages or liabilities arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission to state a material fact made in reliance upon and in conformity with any information furnished by relating to such Selling Stockholder furnished to the Company in writing to the Company, relating to by such Selling Stockholder expressly for use in the Pricing Disclosure Package, Registration Statement, the Prospectus (or any amendment or supplement thereto), ) or any Issuer Free Writing ProspectusPricing Disclosure Package, it being understood and agreed that for the purposes of this Agreementwith respect to Oakville, the only information so furnished by such Selling Stockholder consists of such the Selling Stockholder Information. The aggregate amount of each Selling Stockholder’s liability pursuant to this Section 9(b) shall not exceed the aggregate amount of proceeds received after underwriting commissions and discounts but before expenses by such Selling Stockholder Informationfrom the sale of its Shares hereunder.

Appears in 1 contract

Samples: Underwriting Agreement (Hamilton Lane INC)

Indemnification of the Underwriters by the Selling Stockholders. Each of the Selling Stockholders severally (and not jointly) in proportion to the number of Shares to be sold by such Selling Stockholder hereunder agrees to indemnify and hold harmless each Underwriter, its affiliates, directors and officers and each person, if any, who controls such Underwriter 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, provided, provided that each Selling Stockholder’s agreement to indemnify and hold harmless hereunder shall only apply insofar as such losses, claims, damages or liabilities arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission to state a material fact made in reliance upon and in conformity with any information furnished by such to the Company in writing that constitutes Selling Stockholder in writing to the Company, relating to such Selling Stockholder Information expressly for use in the Pricing Disclosure Package, Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing ProspectusProspectus or the Pricing Disclosure Package, it being understood and agreed that for the purposes of this Agreement, the only information so furnished by such Selling Stockholder consists of such Selling Stockholder’s the Selling Stockholder Information. Notwithstanding the foregoing provisions, the liability of any Selling Stockholder pursuant to this subsection (b) shall be limited in the aggregate to an amount equal to the aggregate Purchase Price (before deducting expenses) of the Shares sold by such Selling Stockholder under this Agreement (the “Selling Stockholder Proceeds”).

Appears in 1 contract

Samples: Underwriting Agreement (StepStone Group Inc.)

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Indemnification of the Underwriters by the Selling Stockholders. Each of the Selling Stockholders Stockholders, severally (and not jointly) , in proportion to the number of Shares to be sold by such Selling Stockholder hereunder agrees to indemnify and hold harmless each Underwriter, its affiliates, directors and officers and each person, if any, who controls such Underwriter 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, provided, that each Selling Stockholder’s agreement but only with respect to indemnify and hold harmless hereunder shall only apply insofar as any such losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission to state a material fact made in reliance upon and in conformity with any information furnished by such Selling Stockholder in writing to the Company, Company relating to such Selling Stockholder expressly for use in the Pricing Disclosure Package, Registration Statement, the Prospectus (or any amendment or supplement thereto), any Preliminary Prospectus, any Issuer Free Writing Prospectus, any road show or any Pricing Disclosure Package (including any Pricing Disclosure Package that has been subsequently amended), it being understood and agreed that for the purposes of this Agreement, the only such information so furnished by such Selling Stockholder consists of such Selling Stockholder’s the Selling Stockholder Information.

Appears in 1 contract

Samples: Underwriting Agreement (Hornbeck Offshore Services Inc /La)

Indemnification of the Underwriters by the Selling Stockholders. Each of the Selling Stockholders Stockholder, severally (and not jointly) in proportion to the number of Shares to be sold by such Selling Stockholder hereunder , agrees to indemnify and hold harmless each Underwriter, its affiliates, directors and officers and each person, if any, who controls such Underwriter within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act Act, to the same extent as the indemnity set forth in paragraph of subsection (a) above, provided, ; provided that each Selling Stockholder’s agreement Stockholder shall be liable only to indemnify and hold harmless hereunder shall only apply insofar as the extent that such losses, claims, damages or and liabilities arise out of, or are based upon, any upon an untrue statement or alleged untrue statement or omission or alleged untrue statement or omission to state a material fact has been made in reliance upon and in conformity with any information furnished by such Selling Stockholder to the Company in writing to by or on behalf of the Company, relating to such Selling Stockholder Stockholders expressly for use in the Pricing Disclosure Package, Registration Statement, in the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectusroad show or the Pricing Disclosure Package (including any Pricing Disclosure Package that has subsequently been amended), it being understood and agreed that for the purposes of this Agreement, the only such information so furnished by or on behalf of such Selling Stockholder consists of such Selling Stockholder’s the Selling Stockholder Information; provided, further, that the liability under this subsection of each Selling Stockholder shall be limited to an amount equal to the aggregate gross proceeds after underwriting commissions and discounts, but before expenses, to such Selling Stockholder from the sale of Shares sold by such Selling Stockholder hereunder.

Appears in 1 contract

Samples: Underwriting Agreement (TPG Specialty Lending, Inc.)

Indemnification of the Underwriters by the Selling Stockholders. Each of the Selling Stockholders severally (and not jointly) in proportion to the number of Shares to be sold by such Selling Stockholder hereunder agrees to indemnify and hold harmless the Company, each Underwriter, its each of their respective affiliates, directors and officers and each person, if any, who controls the Company or such Underwriter 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, providedin each case to the extent, but only to the extent, that each Selling Stockholder’s agreement to indemnify and hold harmless hereunder shall only apply insofar as such losses, claims, damages untrue statement or liabilities arise out of, or are based upon, any alleged untrue statement or omission or alleged untrue statement or omission to state a material fact was made in reliance upon and in conformity with any information furnished by such Selling Stockholder in writing to the Company, relating to Underwriters by or on behalf of such Selling Stockholder expressly specifically for use in the Pricing Disclosure Package, Registration Statement, the Prospectus (or any amendment or supplement thereto), any Issuer Free Writing Prospectustherein, it being understood and agreed that for the purposes of this Agreement, the only information so furnished by such Selling Stockholder consists solely of the Selling Stockholder Information with respect to such Selling Stockholder. The liability of such Selling Stockholder’s Stockholder under the representations and warranties contained in this Agreement and under the indemnity and contribution agreements contained in this Section 9 shall be limited to an amount equal to the aggregate net proceeds after underwriting commissions and discounts, but before expenses, received by such Selling Stockholder Informationfrom the sale of Shares sold by such Selling Stockholder under this Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (Umpqua Holdings Corp)

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