Common use of Indemnification by Holder Clause in Contracts

Indemnification by Holder. In connection with any registration statement in which a Holder of Registerable Securities is participating, each such Holder will furnish to the Company in writing such information as the Company reasonably requests for use in connection with any such registration statement or prospectus and, to the extent permitted by law, will indemnify the Company, its directors and officers and each Person who controls (within the meaning of the Securities Act) the Company against any losses, claims, damages, liabilities and expenses resulting from any untrue or alleged untrue statement of material fact contained in the registration statement, prospectus or preliminary prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information so furnished in writing by such Holder expressly for use in connection with such registration; provided that the obligation to indemnify will be individual to each Holder and will be limited to the net amount of proceeds received by such Holder from the sale of Registerable Securities pursuant to such registration statement. In connection with an underwritten offering, each such Holder will indemnify such underwriters, their officers and directors and each Person who controls (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the Company.

Indemnification by Holder. In connection with any registration statement Registration Statement, Prospectus or form of prospectus, any amendment or supplement thereto, or any preliminary prospectus in which a Holder of Registerable Securities is participating, each such Holder will shall furnish to the Company and the Subsidiary Guarantors in writing such information as the Company and the Subsidiary Guarantors reasonably requests request for use in connection with any such registration statement Registration Statement, Prospectus or form of prospectus, any amendment or supplement thereto, or any preliminary prospectus and, to the extent permitted by law, will and shall indemnify and hold harmless the Company, its the Subsidiary Guarantors, their respective directors and officers and each Person Person, if any, who controls the Company and the Subsidiary Guarantors (within the meaning of Section 15 of the Securities Act and Section 20(a) of the Exchange Act) ), and the Company directors, officers and partners of such controlling persons, to the fullest extent lawful, from and against any losses, claims, damages, liabilities and expenses resulting from all Losses arising out of or based upon any untrue or alleged untrue statement of a material fact contained in the registration statementany Registration Statement, Prospectus or form of prospectus or preliminary prospectus or in any amendment thereof or supplement thereto or in any preliminary prospectus, or any omission or alleged omission of to state therein a material fact required to be stated therein or necessary to make the statements therein therein, in the light of the circumstances under which they were made, not misleadingmisleading to the extent, but only to the extent extent, that such losses are finally judicially determined by a court of competent jurisdiction in a final, unappealable order to have resulted solely from an untrue statement or alleged untrue statement of a material fact or omission is or alleged omission of a material fact contained in or omitted from any information so furnished in writing by such Holder to the Company and the Subsidiary Guarantors expressly for use therein. Notwithstanding the foregoing, in connection with no event shall the liability of any selling Holder be greater in amount than such registration; provided that the obligation to indemnify will be individual to each Holder and will be limited to the net amount of proceeds received by such Holder from the sale of Registerable Securities pursuant to such registration statement. In connection with an underwritten offering, each such Holder will indemnify such underwriters, their officers and directors and each Person who controls Holder’s Maximum Contribution Amount (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the Companydefined below).

Indemnification by Holder. In connection with the event of any registration statement in of any securities of PEC under the Securities Act (pursuant to which a any Holder sells Registrable Securities covered by such registration statement), such Holder will, and each of Registerable Securities is participatingthem hereby does, severally indemnify and hold harmless PEC, each such Holder will furnish to the Company in writing such information as the Company reasonably requests for use in connection with any director of PEC, each officer of PEC who shall sign such registration statement or prospectus and, to the extent permitted by law, will indemnify the Company, its directors and officers and each Person other person, if any, who controls (PEC within the meaning of the Securities Act) the Company Act from and against any losses, claims, damages, damages and liabilities and expenses resulting from caused by any untrue statement or alleged untrue statement of material fact contained in the such registration statement, any preliminary prospectus, final prospectus or preliminary summary prospectus included therein, or any amendment thereof or supplement thereto thereto, or caused by any omission or alleged omission of to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that if such untrue statement or omission is contained was made in any reliance upon and in conformity with written information so furnished in writing to PEC through an instrument duly executed by such Holder expressly specifically stating that it is for use in connection with the preparation of such registration; provided that the obligation to indemnify will be individual to each Holder and will be limited registration statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement up to the net amount of proceeds received by such Holder from Holder. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of PEC or any such director, officer or controlling person and shall survive the sale transfer of Registerable Securities pursuant to such registration statement. In connection with an underwritten offering, each such Holder will indemnify such underwriters, their officers and directors and each Person who controls (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the Companysecurities by a Holder.

Indemnification by Holder. In connection with any registration statement in which a Holder of Registerable Registrable Securities is participating, each such Holder will furnish to the Company Client in writing such information as the Company Client reasonably requests for use in connection with any such registration statement or prospectus and, to the extent permitted by law, will indemnify the CompanyClient, its directors and officers and each Person who controls (within the meaning of the Securities Act) the Company Client against any losses, claims, damages, liabilities and expenses resulting from any untrue or alleged untrue statement of material fact contained in the registration statement, prospectus or preliminary prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information so furnished in writing by such Holder expressly for use in connection with such registration; provided that the obligation to indemnify will be individual to each Holder and will be limited to the net amount of proceeds received by such Holder from the sale of Registerable Registrable Securities pursuant to such registration statement. In connection with an underwritten offering, each such Holder will indemnify such underwriters, their officers and directors and each Person who controls (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the CompanyClient.

Indemnification by Holder. In connection with (a) As a condition to EMCORE’s obligation under this Article II to effect any registration statement in which a Holder of Registerable under the Securities is participatingAct, each such Holder will furnish hereby agrees to indemnify and hold harmless EMCORE, each Person referred to in clause (1), (2) or (3) of Section 11(a) of the Company Securities Act in writing such information as respect of the Company reasonably requests registration statement, each other Holder for use in connection with any such registration statement or prospectus and, whom Registrable Securities are to the extent permitted by law, will indemnify the Company, its directors and officers be registered and each Person other Person, if any, who controls (EMCORE within the meaning of Section 15 of the Securities Act) the Company against any losses, claims, damages, liabilities and expenses resulting from with respect to any untrue statement or alleged untrue statement of any material fact contained in the registration statementstatement under which the Registrable Securities are to be registered under the Securities Act, prospectus or in any preliminary prospectus or final prospectus contained therein or in any amendment thereof or supplement thereto thereto, or any arise out of or are based upon the omission or alleged omission of to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to which, in each case, is made in or omitted from the extent that such untrue statement registration statement, preliminary or omission is contained final prospectus or amendment or supplement in any reliance upon and in conformity with information so furnished or approved, in either case, in writing to EMCORE by such Holder expressly for use in connection with such registrationHolder; provided provided, however, that the obligation to indemnify will be individual to indemnification obligations of each such Holder and will shall be limited to the net amount of proceeds received by such Holder from the sale of Registerable Registrable Securities pursuant to such registration statement. In registration. (b) At the request of the managing underwriter in connection with an any underwritten offeringoffering of EMCORE’s securities, each Holder for whom Registrable Securities are being registered shall enter into an indemnity agreement in customary form with such Holder will indemnify such underwriters, their officers and directors and each Person who controls (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the Companyunderwriter.

Indemnification by Holder. In connection with any registration statement in which a Holder of Lender holding Registerable Securities Shares is participating, each such Holder Lender will furnish to the Company in writing such information as the Company reasonably requests for use in connection with any such registration statement or prospectus and, to the extent permitted by law, will indemnify the Company, its directors and officers and each Person who controls (within the meaning of the Securities Act) the Company against any losses, claims, damages, liabilities and expenses resulting from any untrue or alleged untrue statement of material fact contained in the registration statement, prospectus or preliminary prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information so furnished in writing by such Holder Lender expressly for use in connection with such registration; provided that the obligation to indemnify will be individual to each Holder Lender and will be limited to the net amount of proceeds received by such Holder Lender from the sale of Registerable Securities Shares pursuant to such registration statement. In connection with an underwritten offering, each such Holder Lender will indemnify such underwriters, their officers and directors and each Person person who controls (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the Company.

Indemnification by Holder. In connection with any registration statement in which a Holder of Registerable Securities is participating, each such Holder will furnish to the Company in writing such information as the Company reasonably requests for use in connection with any such registration statement or prospectus and, to the extent permitted by law, will indemnify the Company, its directors and officers and each Person who controls (within the meaning of the Securities Act) the Company against any losses, claims, damages, liabilities and expenses resulting from any untrue or alleged untrue statement of material fact contained in the registration statement, prospectus or preliminary prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information so furnished in writing by such Holder expressly for use in connection with such registration; provided that the obligation to indemnify will be individual to each Holder and will be limited to the net amount of proceeds received by such Holder from the sale of Registerable Securities pursuant to such registration statement. In connection with an underwritten offering, each such Holder will indemnify such underwriters, their officers and directors and each Person who controls (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the Company.

Indemnification by Holder. In connection with any registration statement in which a Holder of Registerable Registrable Securities is participating, each such Holder will furnish to the Company Client in writing such information as the Company Client reasonably requests for use in connection with any such registration statement or prospectus and, to the extent permitted by law, will indemnify the CompanyClient, its directors and officers and each Person who controls (within the meaning of the Securities Act) the Company Client against any losses, claims, damages, liabilities and expenses resulting from any untrue or alleged untrue statement of material fact contained in the registration statement, prospectus or preliminary prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required requited to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information so furnished in writing by such Holder expressly for use in connection with such registration; provided that the obligation to indemnify will be individual to each Holder and will be limited to the net amount of proceeds received by such Holder from the sale of Registerable Registrable Securities pursuant to such registration statement. In connection with an underwritten offering, each such Holder will indemnify such underwriters, their officers and directors and each Person who controls (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the CompanyClient.

Indemnification by Holder. In connection with any registration statement in which a Holder of Registerable Securities is participating, each such Holder will furnish to the Company Client in writing such information as the Company Client reasonably requests for use in connection with any such registration statement or prospectus and, to the extent permitted by law, will indemnify the CompanyClient, its directors and officers and each Person who controls (within the meaning of the Securities Act) the Company Client against any losses, claims, damages, liabilities and expenses resulting from any untrue or alleged untrue statement of material fact contained in the registration statement, prospectus or preliminary prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information so furnished in writing by such Holder expressly for use in connection with such registration; provided that the obligation to indemnify will be individual to each Holder and will be limited to the net amount of proceeds received by such Holder from the sale of Registerable Securities pursuant to such registration statement. In connection with an underwritten offering, each such Holder will indemnify such underwriters, their officers and directors and each Person who controls (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the CompanyClient.

Indemnification by Holder. In connection with any registration statement Registration ------------------------- Statement in which a Holder of Registerable Registrable Securities is participating, each such Holder will furnish to the Company in writing such information as the Company reasonably requests for use in connection with any such registration statement Registration Statement or prospectus Prospectus and, to the extent permitted by law, each Holder severally, and not jointly, will indemnify the Company, its directors and officers officers, and each Person who controls (within the meaning of the Securities Act) the Company against any losses, claims, damages, liabilities and expenses resulting from any untrue or alleged untrue statement of material fact contained in the registration statementRegistration Statement, prospectus Prospectus or preliminary prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information so furnished in writing by such Holder expressly for use in connection with such registrationRegistration Statement; provided that -------- the obligation to indemnify will be individual to each Holder (and not joint) and will be limited to the net amount of proceeds received by such Holder from the sale of Registerable Registrable Securities pursuant to such registration statementRegistration Statement. In connection with an underwritten offering, each such Holder will indemnify such underwriters, their officers and directors and each Person who controls (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the Company.

Indemnification by Holder. In connection with any registration statement Registration Statement in which a Holder of Registerable Registrable Securities is participating, each such Holder will furnish to the Company in writing such information as the Company reasonably requests for use in connection with any such registration statement Registration Statement or prospectus Prospectus and, to the extent permitted by law, each Holder severally, and not jointly, will indemnify the Company, its directors and officers officers, and each Person who controls (within the meaning of the Securities Act) the Company against any losses, claims, damages, liabilities and expenses resulting from any untrue or alleged untrue statement of material fact contained in the registration statementRegistration Statement, prospectus Prospectus or preliminary prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information so furnished in writing by such Holder expressly for use in connection with such registrationRegistration Statement; provided that the obligation to indemnify will be individual to each Holder (and not joint) and will be limited to the net amount of proceeds received by such Holder from the sale of Registerable Registrable Securities pursuant to such registration statementRegistration Statement. In connection with an underwritten offering, each such Holder will indemnify such underwriters, their officers and directors and each Person who controls (within the meaning of the Securities Act) such underwriters at least to the same extent as provided above with respect to the indemnification of the Company.

Indemnification by Holder. In connection with any registration statement Registration Statement in which a Holder of Registerable Securities is the Holders are participating, each such Holder will BAV or the Holders shall furnish to the Company in writing such information as the Company reasonably requests for use in connection with any such registration statement Registration Statement or prospectus andProspectus and each Holder agrees to indemnify, to the fullest extent permitted by law, will indemnify the Company, its directors and officers and each Person other person who controls the Company (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) the Company ), from and against all Losses in each case arising out of or based upon any losses, claims, damages, liabilities and expenses resulting from any untrue or alleged untrue statement of a material fact contained in the registration statementany Registration Statement, prospectus Prospectus or preliminary prospectus or arising out of or based upon any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein therein, in light of the circumstances under which they were made, not misleading, to the extent, but only to the extent extent, that such untrue statement or omission is contained in any information so furnished in writing by such Holder BAV or the Holders to the Company expressly for use in connection with such registration; provided that Registration Statement, Prospectus or preliminary prospectus. In no event shall the obligation to indemnify will be individual to each Holder and will be limited to liability of BAV or any of the Holders hereunder exceed the net amount of proceeds received by such Holder from sales of its Registrable Securities. The Company shall be entitled to receive indemnities from underwriters participating in the sale of Registerable Securities pursuant to such registration statement. In connection with an underwritten offering, each such Holder will indemnify such underwriters, their officers and directors and each Person who controls (within the meaning of the Securities Act) such underwriters at least distribution to the same extent as provided above with respect to the indemnification of the Companyinformation so furnished in writing by such persons expressly for use in any Prospectus or Registration Statement.