Indemnities to the Company. In the event of any registration of Registrable Securities pursuant to Section 2 or 3, each selling Holder will, and hereby does, severally and not jointly, indemnify and hold harmless the Company, each director of the Company, each officer of the Company who shall sign such registration statement and each other Person (other than such seller), if any, who controls the Company 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, final prospectus or summary prospectus included therein, or any amendment or supplement thereto, any free writing prospectus, or any document incorporated by reference therein, or any other such disclosure document (including without limitation reports and other documents filed under the Exchange Act and any document incorporated by reference therein) or other document or report, if such statement or omission was made in reliance upon and in conformity with written information relating to such selling Holder furnished to the Company by or on behalf of such selling Holder expressly for inclusion therein. Such indemnity contained in this Section 6.2 shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any such director, officer or controlling Person and shall survive any transfer of Registrable Securities.
Appears in 1 contract
Samples: Investors’ Rights Agreement (Rent the Runway, Inc.)
Indemnities to the Company. In the event of any registration of Registrable Securities pursuant to Section 2 or 3, each selling Holder will, and hereby does, severally and not jointly, indemnify and hold harmless the Company, each director of the Company, each officer of the Company who shall sign such registration statement and each other Person (other than such seller), if any, who controls the Company 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, final prospectus or summary prospectus included therein, or any amendment or supplement thereto, any free writing prospectus, or any document incorporated by reference therein, or any other such disclosure document (including without limitation reports and other documents filed under the Exchange Act and any document incorporated by reference therein) or other document or report, if such statement or omission was made in reliance upon and in conformity with written information relating to such selling Holder furnished to the Company by or on behalf of such selling Holder seller expressly for inclusion therein. Such indemnity contained in this Section 6.2 shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any such director, officer or controlling Person and shall survive any transfer of Registrable Securities.
Appears in 1 contract
Samples: Securities Purchase Agreement (Cold Spring Capital Inc.)
Indemnities to the Company. In the event of any registration Each seller of Registrable Securities in any registration statement filed pursuant to this Section 2 or 3, each selling Holder will, and hereby doesagrees, severally and but not jointly, to indemnify and hold harmless the CompanyCompany and any of its subsidiaries, each director of the CompanyCompany or any of its subsidiaries, each officer of the Company or any of its 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 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, final prospectus or summary final prospectus included therein, or any amendment or supplement thereto, or any free writing prospectus, or any document incorporated by reference therein, or any other such disclosure document (including without limitation reports and other documents filed under the Exchange Act and any document incorporated by reference therein) prospectus or other document or reportincorporated therein, if such statement or omission was made in reliance upon and in conformity with written information relating to such selling Holder furnished to the Company or to any of its subsidiaries through an instrument executed by or on behalf such seller specifically stating that it is for use in the preparation of such selling Holder expressly for inclusion thereinregistration statement, preliminary prospectus, final prospectus, free writing prospectus, summary prospectus, amendment or supplement, or incorporated document. Such indemnity contained in this Section 6.2 shall remain in full force and effect regardless of any investigation made by or on behalf of the Company Company, any of its subsidiaries, or any such director, officer or controlling Person and shall survive any transfer of Registrable Securitiessecurities.
Appears in 1 contract
Samples: Registration Rights Agreement (iFit Health & Fitness Inc)
Indemnities to the Company. In the event of The Company may require, as a condition to including any securities in any registration of Registrable Securities statement filed pursuant to this Section 2 or 31, each selling Holder willthat the Company shall have received an undertaking satisfactory to it from the prospective seller of such securities, and hereby does, severally and not jointly, to indemnify and hold harmless the Company, each director of the Company, each officer of the Company who shall sign such registration statement and each other Person (other than such seller), if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act, Act (each such person being referred to herein as a "Covered Person") with respect to any statement in or omission from such registration statement, any preliminary prospectus, final prospectus or summary final prospectus included therein, or any amendment or supplement thereto, any free writing prospectus, or any document incorporated by reference therein, or any other such disclosure document (including including, without limitation limitation, reports and other documents filed under the Exchange Act and Act) or any document incorporated by reference therein) or other document or report, if such statement or omission was made in reliance upon and in conformity with written information relating to such selling Holder furnished to the Company through an instrument executed by or on behalf such seller, specifically stating that it is for use in the preparation of such selling Holder expressly for inclusion thereinregistration statement, incorporated document, or other disclosure document. Such indemnity contained in this Section 6.2 shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any such director, officer or controlling Person and shall survive any transfer of Registrable Securitiessecurities.
Appears in 1 contract
Samples: Limited Liability Company Agreement (MBW Foods Inc)
Indemnities to the Company. In the event of The Company may require, as a condition to including any securities in any registration of Registrable Securities statement filed pursuant to this Section 2 or 31, each selling Holder willthat the Company shall have received an undertaking satisfactory to it from the prospective seller of such securities, and hereby does, severally and not jointly, to indemnify and hold harmless the Company, each director of the Company, each officer of the Company who shall sign such registration statement and each other Person (other than such seller), if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act, Act (each such person being referred to herein as a "COVERED PERSON") with respect to any statement in or omission from such registration statement, any preliminary prospectus, final prospectus or summary final prospectus included therein, or any amendment or supplement thereto, any free writing prospectus, or any document incorporated by reference therein, or any other such disclosure document (including including, without limitation limitation, reports and other documents filed under the Exchange Act and Act) or any document incorporated by reference therein) or other document or report, if such statement or omission was made in reliance upon and in conformity with written information relating to such selling Holder furnished to the Company through an instrument executed by or on behalf such seller, specifically stating that it is for use in the preparation of such selling Holder expressly for inclusion thereinregistration statement, incorporated document, or other disclosure document. Such indemnity contained in this Section 6.2 shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any such director, officer or controlling Person and shall survive any transfer of Registrable Securitiessecurities.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Aurora Foods Inc /Md/)
Indemnities to the Company. In the event of any registration of Registrable Securities pursuant to Section 2 or 3, each selling Holder will, and hereby does, severally and not jointly, indemnify and hold harmless the Company, each director of the Company, each officer of the Company who shall sign such registration statement and each other Person (other than such seller), if any, who controls the Company 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, final prospectus or summary prospectus included therein, or any amendment or supplement thereto, any free writing prospectus, or any document incorporated by reference therein, or any other such disclosure document (including without limitation reports and other documents filed under the Exchange Act and any document incorporated by reference therein) or other document or report, if such statement or omission was made in reliance upon and in conformity with written information relating to such selling Holder furnished to the Company by or on behalf of such selling Holder seller relating to such seller expressly for inclusion therein. Such indemnity contained in this Section 6.2 shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any such director, officer or controlling Person and shall survive any transfer of Registrable Securities.
Appears in 1 contract