Example ContractsClausesindemnification of purchasersVariants
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Indemnification by the Initial Purchasers. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each of the Company, each of the Guarantors and their respective affiliates, directors, officers, employees and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any losses, claims, damages, liabilities or expenses to which the Company, such Guarantors or any such affiliate, director, officer, employee or controlling person may become subject under the Securities Act, the Exchange Act or otherwise, insofar as a court of competent jurisdiction shall have determined by a final, unappealable judgment that such losses, claims, damages, liabilities or expenses (or actions in respect thereof) have resulted solely from # any untrue statement or alleged untrue statement of any material fact contained in the Preliminary Offering Memorandum, the Time of Sale Document or the Final Offering Memorandum or any

Indemnification byand, subject to the Initial Purchasers. Eachprovisions hereof, will reimburse, as incurred, such Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless each of the Company, each of the Guarantors and their respectiveits affiliates, directors, officers, employees and each person, if any, who controlssuch controlling persons for any reasonable legal or other expenses (including the reasonable fees and disbursements of counsel chosen by the Representatives and incurred in accordance with the provisions of [Section 8(c)]) incurred by such person in connection with investigating, defending against, settling, compromising, paying or appearing as a third-party witness in connection with any such loss, claim, damage, liability, expense or action in respect thereof; provided, however, the Company withinand the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act against any losses, claims, damages, liabilities or expenses to which the Company, such Guarantors orwill not be liable in any such affiliate, director, officer, employee or controlling person may become subject undercase to the Securities Act,extent (but only to the Exchange Act or otherwise, insofar asextent) that a court of competent jurisdiction shall have determined by a final, unappealable judgment that such losses, claims, damages, liabilitiesloss, claim, damage, liability or expenses (or actions in respect thereof) haveexpense resulted solely from # any untrue statement or alleged untrue statement of any material fact containedor omission or alleged omission made in the Preliminary Offering Memorandum, the Time of Sale DocumentDocument, any Company Additional Written Communication or the Final Offering MemorandumMemorandum, or any amendment or supplement thereto, in reliance upon and in conformity with written information concerning the Initial Purchasers furnished to the Company by the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by the Representatives to the Company consists of the information set forth in [Section 13] hereof. The indemnity agreement set forth in this [Section 8] shall be in addition to any liability that the Company and the Guarantors may otherwise have.

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