Common use of Registration Statement Indemnification Clause in Contracts

Registration Statement Indemnification. (a) The Company agrees to indemnify and hold harmless the Executive, each Transferee and each person, if any, who controls any of the foregoing within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act (collectively, the "Registration Indemnitee") from and against any and all Losses arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any Registration Statement or Prospectus, or arising out of or based upon any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except insofar as such Losses arise out of or are based upon any untrue statement or omission or alleged untrue statement or omission which has been made therein or omitted therefrom in reliance upon and in conformity with information relating to a Registration Indemnitee furnished in writing to the Company by or on behalf of such Registration Indemnitee expressly for use in the Registration Statement or Prospectus.

Registration Statement Indemnification. (a) The Company Cal Dive agrees to indemnify and hold harmless on an After-Tax Basis the Executive, each Transferee Helix Indemnified Parties and each personPerson, if any, who controls any member of the foregoing Helix Group within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act (collectively, the "Registration Indemnitee") from and against any and all Losses Liabilities arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any the IPO Registration Statement or Prospectus, or arising out of or based upon any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except insofar as to the extent such Losses Liabilities arise out of or are based upon any untrue statement or omission or alleged untrue statement or omission which has been made therein or omitted therefrom in reliance upon and in conformity with information provided by a member of the Helix Group expressly for use in the IPO Registration Statement or Prospectus or information relating to a Registration Indemnitee any underwriter furnished in writing to the Company Cal Dive by or on behalf of such Registration Indemnitee underwriter expressly for use in the IPO Registration Statement or Prospectus.

Registration Statement Indemnification. (a) The Company Agency Markets agrees to indemnify and hold harmless each member of the Executive, each Transferee Liberty Mutual Affiliated Group and each person, if any, who controls any of the foregoing within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act (collectively, the "“Registration Indemnitee"Indemnitees”) from and against any and all Losses based on, arising out of of, resulting from or in connection with any Action based upon on, arising out of, pertaining to or in connection with any untrue statement or alleged untrue statement of a material fact contained in the IPO S-1 and any Registration Statement or Prospectus, or based on, arising out of of, pertaining to or based upon in connection with any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except insofar as such Losses are based on, arise out of of, pertain to or are based upon in connection with any untrue statement or omission or alleged untrue statement or omission which has been made therein or omitted therefrom in reliance upon and in conformity with information relating to a Registration Indemnitee furnished in writing to the Company Agency Markets by or on behalf of such Registration Indemnitee expressly for use in the Registration Statement IPO S-1 or Prospectus.

Registration Statement Indemnification. (a) The Company Outdoor agrees to indemnify and hold harmless on an After-Tax Basis the Executive, each Transferee CCU Indemnified Parties and each personPerson, if any, who controls any member of the foregoing CCU Group within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act (collectively, the "Registration Indemnitee") from and against any and all Losses Liabilities arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any the IPO Registration Statement or Prospectus, or arising out of or based upon any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except insofar as to the extent such Losses Liabilities arise out of or are based upon any untrue statement or omission or alleged untrue statement or omission which has been made therein or omitted therefrom in reliance upon and in conformity with information provided by a member of the CCU Group expressly for use in the IPO Registration Statement or Prospectus or information relating to a Registration Indemnitee any underwriter furnished in writing to the Company Outdoor by or on behalf of such Registration Indemnitee underwriter expressly for use in the IPO Registration Statement or Prospectus, all of which such statements that have been furnished by the CCU Group being set forth on Schedule 5.4(a) hereto.

Registration Statement Indemnification. (a) The Company AFG agrees to indemnify and hold harmless each member of the ExecutivePLMI Affiliated Group, each Transferee Person to whom registration rights will have been transferred pursuant to Section 7.9 hereof and each person, if any, who controls any of the foregoing within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act (collectively, the "Registration IndemniteeIndemnitees") ------------------------ from and against any and all Losses arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in any Registration Statement or Prospectus, or arising out of or based upon any omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, except insofar as such Losses arise out of or are based upon any untrue statement or omission or alleged untrue statement or omission which that has been made therein or omitted therefrom in reliance upon and in conformity with information relating to a Registration Indemnitee furnished in writing to the Company AFG by or on behalf of such a Registration Indemnitee expressly for use in the Registration Statement or Prospectusconnection therewith.