Common use of Indemnities to the Company Clause in Contracts

Indemnities to the Company. The Company may require, as a condition to including any securities in any registration statement filed pursuant to this Section 5, that the Company shall have received an undertaking satisfactory to it from the prospective seller of such securities, to indemnify and hold harmless the Company, each manager or director of the Company or any of its direct or indirect subsidiaries, each officer of the Company or any of its direct or indirect subsidiaries who shall sign such registration statement and each other Person (other than such seller), if any, who controls the Company and any of its direct or indirect subsidiaries within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act with respect to any statement in or omission from such registration statement, any preliminary prospectus or final prospectus included therein, or any amendment or supplement thereto, or any other disclosure document (including, without limitation, reports and other documents filed under the Exchange Act or any document incorporated therein) or other document or report, if such statement or omission was made in reliance upon and in conformity with written information furnished to the Company or any of its direct or indirect subsidiaries through an instrument executed by such seller specifically stating that it is for use in the preparation of such registration statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement, incorporated document or other document or report. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company, any of its direct or indirect subsidiaries or any such manager, director, officer or controlling Person and shall survive any transfer of securities.

Appears in 1 contract

Samples: Stockholders’ Agreement (McP-MSC Acquisition, Inc.)

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Indemnities to the Company. The Company may require, as a condition to including any securities in In the event of any registration statement filed of Registrable Securities pursuant to this Section 57.1 or 7.2, that the Company shall have received an undertaking satisfactory to it from the prospective seller of such securitieseach selling Shareholder will, to and hereby does, indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 7.6.1 hereof) the Company, each manager or director of the Company or any of its direct or indirect subsidiariesCompany, each officer of the Company or any of its direct or indirect subsidiaries who shall sign such registration statement and each other Person (other than such seller), if any, who controls the Company and any of its direct or indirect subsidiaries within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act Act, with respect to any statement in or omission from such registration statement, any preliminary prospectus or final prospectus included therein, or any amendment or supplement thereto, or any other disclosure document (including, without limitation, reports and other documents filed under the Exchange Act or any document incorporated therein) or other document or report, if such statement or omission was made in reliance upon and in conformity with written information furnished to the Company by or any on behalf of its direct or indirect subsidiaries through an instrument executed by such seller specifically stating expressly for inclusion therein, provided that it is for use the Shareholder shall not be liable to the Company in the preparation of any case in which such registration statement, untrue statement or alleged untrue statement or omission or alleged omission was contained in a preliminary prospectus and corrected in a final or amended prospectus, and the Company failed to deliver a copy of the final prospectusor amended prospectus at or prior to the confirmation of the sale of the securities to the person asserting any such loss, summary prospectusclaim, amendment damage or supplement, incorporated document or other document or reportliability in any case in which such delivery is required by the Securities Act. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company, any of its direct or indirect subsidiaries Company or any such manager, director, officer or controlling Person and shall survive any transfer of securitiesRegistrable Securities.

Appears in 1 contract

Samples: Shareholders Agreement (Southern Bottled Water Co Inc)

Indemnities to the Company. The Company may require, as a condition to including any securities in In the event of any registration statement filed of Registrable Securities pursuant to this Section 510.1 or 10.2, that the Company shall have received an undertaking satisfactory to it from the prospective seller of such securitieseach selling Shareholder will, to and hereby does, indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 10.6.1 hereof) the Company, each manager or director of the Company or any of its direct or indirect subsidiariesCompany, each officer of the Company or any of its direct or indirect subsidiaries who shall sign such registration statement and each other Person (other than such seller), if any, who controls the Company and any of its direct or indirect subsidiaries within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act Act, with respect to any statement in or omission from such registration statement, any preliminary prospectus or final prospectus included therein, or any amendment or supplement thereto, or any other disclosure document (including, without limitation, reports and other documents filed under the Exchange Act or any document incorporated therein) or other document or report, if such statement or omission was made in reliance upon and in conformity with written information furnished to the Company by or any on behalf of its direct or indirect subsidiaries through an instrument executed by such seller specifically stating expressly for inclusion therein, provided that it is for use the Shareholder shall not be liable to the Company in the preparation of any case in which such registration statement, untrue statement or alleged untrue statement or omission or alleged omission was contained in a preliminary prospectus and corrected in a final or amended prospectus, and the Company failed to deliver a copy of the final prospectusor amended prospectus at or prior to the confirmation of the sale of the securities to the person asserting any such loss, summary prospectusclaim, amendment damage or supplement, incorporated document or other document or reportliability in any case in which such delivery is required by the Securities Act. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company, any of its direct or indirect subsidiaries Company or any such manager, director, officer or controlling Person and shall survive any transfer of securitiesRegistrable Securities.

Appears in 1 contract

Samples: Master Equityholders Agreement (Veridian Corp)

Indemnities to the Company. The Subject to Section 2.5.4, the Company and any of its subsidiaries may require, as a condition to including any securities in any registration statement filed pursuant to this Section 52, that the Company and any of its subsidiaries shall have received an undertaking satisfactory to it from the prospective seller of such securities, severally and not jointly, to indemnify and hold harmless the CompanyEEXHIBIT Company and any of its subsidiaries, each manager or director of the Company or any of its direct or indirect subsidiaries, each officer of the Company or any of its direct or indirect subsidiaries who shall sign such registration statement and each other Person (other than such seller), if any, who controls the Company and any of its direct or indirect subsidiaries within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act and each other prospective seller of such securities with respect to any statement in or omission from such registration statement, any preliminary prospectus, final prospectus or final summary prospectus included therein, or any amendment or supplement thereto, or any other disclosure document (including, without limitation, including reports and other documents filed under the Exchange Act or any document incorporated therein) or other document or report, if such statement or omission was made in reliance upon and in conformity with written information furnished to the Company or any of its direct or indirect subsidiaries through an instrument executed by or on behalf of such seller specifically stating that it is for use in the preparation of such registration statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement, incorporated document or other document or report. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company, any of its direct or indirect subsidiaries or any such manager, director, officer or controlling Person and shall survive any transfer of securitiessecurities or any termination of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Cross Country Healthcare Inc)

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Indemnities to the Company. The Company may require, as a condition to including any securities in In the event of any registration statement filed of Registrable Securities pursuant to this Section 52 or 3, that the Company shall have received an undertaking satisfactory to it from the prospective seller of such securitieseach selling Holder will, to and hereby does, indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.1 hereof) the Company, each manager or director of the Company or any of its direct or indirect subsidiariesCompany, each officer of the Company or any of its direct or indirect subsidiaries who shall sign such registration statement and each other Person (other than such seller), if any, who controls the Company and any of its direct or indirect subsidiaries within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act Act, with respect to any statement in or omission from such registration statement, any preliminary prospectus or final prospectus included therein, or any amendment or supplement thereto, or any other disclosure document (including, without limitation, reports and other documents filed under the Exchange Act or any document incorporated therein) or other document or report, if such statement or omission was made in reliance upon and in conformity with written information furnished to the Company by or any on behalf of its direct or indirect subsidiaries through an instrument executed by such seller specifically stating expressly for inclusion therein, provided that it is for use the Holder shall not be liable to the Company in the preparation of any case in which such registration statement, untrue statement or alleged untrue statement or omission or alleged omission was contained in a preliminary prospectus and corrected in a final or amended prospectus, and the Company failed to deliver a copy of the final prospectusor amended prospectus at or prior to the confirmation of the sale of the securities to the person asserting any such loss, summary prospectusclaim, amendment damage or supplement, incorporated document or other document or reportliability in any case in which such delivery is required by the Securities Act. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company, any of its direct or indirect subsidiaries Company or any such manager, director, officer or controlling Person and shall survive any transfer of securitiesRegistrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Mothers Work Inc)

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