Common use of Indemnification by the Initial Purchasers Clause in Contracts

Indemnification by the Initial Purchasers. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers and each Joint Lead Manager, their respective affiliates, directors and officers and each person, if any, who controls the Company or such Joint Lead Manager within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Initial Purchaser furnished to the Company in writing by such Initial Purchaser through the Representatives expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed upon that the only such information furnished by any Initial Purchaser consists of the following information in the section entitled “Plan of Distribution” in the Offering Memorandum furnished on behalf of each Initial Purchaser: the second paragraph under the caption “New issue of notes,” the fourth and fifth sentences in the third paragraph under the caption “New issue of notes,” the first paragraph under the caption “Price stabilization and short positions” and the second sentence in the first paragraph under the caption “Other relationships.”

Indemnification by the Initial Purchasers. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, its directors, its officers Company and each Joint Lead Managerthe Guarantor, their respective affiliates, officers and directors and officers and each person, if any, who controls the Company or such Joint Lead Manager within the meaning of Section 15 of the Securities 1933 Act or Section 20 of the Exchange 1934 Act to the same extent as against any and all loss, liability, claim, damage and expense described in the indemnity set forth contained in paragraph subsection (a) aboveof this Section 6, as incurred, but only with respect to any losses, liabilities, claims, damages or liabilities that arise expenses arising out of, of or are based upon, upon any untrue statement statements or omission omissions, or alleged untrue statement statements or omission omissions, made in the Preliminary Offering Memorandum, any Issuer Free Writing Document or the Offering Memorandum (or any amendment or supplement to any of the foregoing) in reliance upon and in conformity with any information relating to such Initial Purchaser furnished in writing to the Company in writing and the Guarantor by or on behalf of such Initial Purchaser through the Representatives Representative expressly for use therein. The Company and the Guarantor hereby acknowledge and agree that the information furnished to the Company and the Guarantor by the Initial Purchasers through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication Free Writing Document or the Offering Memorandum (or any amendment or supplement theretoto any of the foregoing), it being understood and agreed upon that the only such information furnished by any Initial Purchaser consists exclusively of the following information in appearing under the section entitled caption “Plan of Distribution” in the Preliminary Offering Memorandum furnished on behalf of each Initial Purchaserand the Offering Memorandum: the second paragraph under the caption “New issue of notes,” information appearing in the fourth sentence of the seventh paragraph, the ninth paragraph, the tenth paragraph, and fifth sentences in the third paragraph and eighth sentences of the eleventh paragraph, each under the caption “New issue of notes,” the first paragraph under the caption “Price stabilization and short positions” and the second sentence in the first paragraph under the caption “Other relationshipssuch caption.”