Seller shall hold Buyer harmless from any and all claims arising out of or related to (i) actions taken by Seller in its capacity as a shareholder of the Company prior to the Closing date, or (ii) any lawsuits against the Corporation arising during the period of time prior to the Closing date; (iii) any requests, audits or comment letters issued by the Securities and Exchange Commission related to the period of time prior to the Closing date.