Aggregate Dollar Limitation Sample Clauses

Aggregate Dollar Limitation. The aggregate dollar amount of all payments Sylvan shall be obligated to make pursuant to this Article IX and Section 8.1(a)(iv) shall not exceed $25,000,000; PROVIDED, HOWEVER, notwithstanding anything to the contrary herein, Sylvan's indemnification obligations with respect to claims by the Purchaser arising out of Sylvan's breach of any representation or warranty contained in Sections 3.1, 3.2 and 3.13 and the second sentence of Section 3.5 shall not exceed the Designated Purchase Price; provided, FURTHER, that the limitations set forth in this Section 9.2 shall not apply to Purchaser Losses arising out of, based upon, or relating to, any Purchaser Losses (A) set forth in paragraphs (iii), (iv) or (v) of the definition thereof or
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Aggregate Dollar Limitation. Any indemnification to be paid by Sellers and the Selling Shareholders to Buyer pursuant to this ARTICLE VIII shall be limited to an aggregate amount not to exceed the Purchase Price, except with respect to violations or breaches of the representations, warranties, covenants or agreements contained in Sections 3.11, 3.13 and
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Aggregate Dollar Limitation. 29 ARTICLE VII ARBITRATION
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Aggregate Dollar Limitation. (a) The aggregate dollar amount of all payments Sellers shall be obligated to make pursuant to this Article VI shall not exceed $7,000,000 (US); provided, however, notwithstanding anything to the contrary herein, Sellers' indemnification obligations with respect to the following matters shall be unlimited as to dollar amount: (i) any Tax Matters and those matters set forth on Schedule 6.1, (ii) the failure of any Seller or the Company to perform or observe fully any covenant or agreement to be performed or observed by it pursuant to Article IV of this Agreement, (iii) any failure to have obtained all Permits and Approvals required in
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Aggregate Dollar Limitation. Any indemnification to be paid by Seller to Buyer pursuant to this ARTICLE VIII shall be limited to an aggregate amount not to exceed the Escrowed Shares, except with respect to violations or breaches of the representations, warranties, covenants or agreements contained in Sections 2.8, 2.9, 3.1, 3.2, 3.3, 3.23, 3.30, 5.2, 5.6, 5.10, 5.11, and 8.1(b), for which Seller’s aggregate maximum liability (including with respect to payments made for Indemnifiable Claims brought under any other provision hereof) shall be equal to the aggregate Purchase Price actually received by Seller.
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Aggregate Dollar Limitation. Such acquisition may not cause the aggregate consideration paid by all Covered Persons for acquisitions (other than the acquisition by German Borrower, Assembly Technology & Test, Inc. and Assembly Technology & Test, Limited of the assets of the Lucas Assemblx xxd Test Business and certain assets related thereto of Lucas Industrixx xxc and Lucas Xutomation & Control Engineering, Inc. and their Affiliates) during such fiscal year to exceed $75,000,000.
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Aggregate Dollar Limitation. 61 Section 9.3 Notice of Claim; Defense.......................................................62 Section 9.4 Survival of Indemnification Claims; Offset.....................................62 Section 9.5
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Aggregate Dollar Limitation. The aggregate dollar amount of all payments the Sellers shall be obligated to make pursuant to this Article X shall not exceed the amount of the Purchase Price; provided, however, notwithstanding anything to the contrary herein, the Sellers' indemnification obligations with respect to Tax matters and ERISA matters shall be unlimited as to dollar amount. In addition, Buyer and the Buyer Indemnified Persons shall not be entitled to indemnification under this Article X unless and until the aggregate of all claims made by Buyer for indemnity pursuant to this Article X exceed the sum of $50,000; PROVIDED, HOWEVER that if at anytime the $50,000 threshold is satisfied, Buyer and the Buyer Indemnified Persons shall be entitled to indemnification for the full amount of such Losses, not just the amount in excess of $50,000. The aggregate dollar amount of all payments Buyer shall be obligated to make pursuant to this Article X shall not exceed $1 million. ARBITRATION
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Aggregate Dollar Limitation. 61 Section 9.3 NOTICE OF CLAIM; DEFENSE.......................................................62 Section 9.4 SURVIVAL OF INDEMNIFICATION CLAIMS; OFFSET.....................................62 Section 9.5
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Related to Aggregate Dollar Limitation

  • Limitation on Aggregate Principal Amount The aggregate principal amount of the Notes shall not be limited. The Company shall not execute and the Trustee shall not authenticate or deliver Notes except as permitted by the terms of the Indenture.

  • Reallocation to a Class with a Lower Salary Range Maximum 1. If the employee meets the skills and abilities requirements of the position and chooses to remain in the reallocated position, the employee retains the existing appointment status and has the right to be placed on the Employer’s internal layoff list for the classification occupied prior to the reallocation. 2. If the employee chooses to vacate the position or does not meet the skills and abilities requirements of the position, the layoff procedure specified in Article 31 of this Agreement applies.

  • Maximum Credit Patheon's liability for Active Materials calculated in accordance with this Section 2.2 for any Product in a Year will not exceed, in the aggregate, the Maximum Credit Value set forth in Schedule D to a Product Agreement.

  • Reallocation of Applicable Percentages to Reduce Fronting Exposure During any period in which there is a Defaulting Lender, for purposes of computing the amount of the obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Letters of Credit or Swing Line Loans pursuant to Sections 2.03 and 2.04, the “Applicable Percentage” of each non-Defaulting Lender shall be computed without giving effect to the Commitment of that Defaulting Lender; provided, that, (i) each such reallocation shall be given effect only if, at the date the applicable Lender becomes a Defaulting Lender, no Default or Event of Default exists; and (ii) the aggregate obligation of each non-Defaulting Lender to acquire, refinance or fund participations in Letters of Credit and Swing Line Loans shall not exceed the positive difference, if any, of (1) the Commitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount of the Committed Loans of that Lender.

  • Revolving Committed Amount If at any time after the Closing Date, the sum of the aggregate principal amount of outstanding Revolving Loans plus outstanding Swingline Loans plus outstanding LOC Obligations shall exceed the Revolving Committed Amount, the Borrower shall immediately prepay the Revolving Loans and Swingline Loans and (after all Revolving Loans and Swingline Loans have been repaid) Cash Collateralize the LOC Obligations in an amount sufficient to eliminate such excess (such prepayment to be applied as set forth in clause (vii) below).

  • Termination or Reduction of Aggregate Revolving Commitments The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolving Commitments, or from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $500,000 or any whole multiple of $500,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the Aggregate Revolving Commitments shall be paid on the effective date of such termination. Notwithstanding anything herein to the contrary, the Borrower may rescind any notice of termination of Aggregate Revolving Commitments under this Section 2.06 if such termination would have resulted from the refinancing of all or a portion of the Loans, which refinancing shall not be consummated or shall otherwise be delayed.

  • Optional Termination and Reduction of Aggregate Credit Amounts (i) The Borrower may at any time terminate, or from time to time reduce, the Aggregate Maximum Credit Amounts; provided that (A) each reduction of the Aggregate Maximum Credit Amounts shall be in an amount that is an integral multiple of $1,000,000 and not less than $5,000,000 and (B) the Borrower shall not terminate or reduce the Aggregate Maximum Credit Amounts if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 3.04(c), the total Revolving Credit Exposures would exceed the total Commitments. (ii) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Aggregate Maximum Credit Amounts under Section 2.06(b)(i) at least three Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.06(b)(ii) shall be irrevocable. Any termination or reduction of the Aggregate Maximum Credit Amounts shall be permanent and may not be reinstated. Each reduction of the Aggregate Maximum Credit Amounts shall be made ratably among the Lenders in accordance with each Lender’s Applicable Percentage.

  • Amount Limitations Notwithstanding any other term of this Agreement or any other Loan Document, no Lender shall be required to make a Loan, no Issuing Bank shall be required to issue a Letter of Credit and no reduction of the Revolving Commitments pursuant to Section 2.13. shall take effect, if immediately after the making of such Loan, the issuance of such Letter of Credit or such reduction in the Revolving Commitments the aggregate principal amount of all outstanding Revolving Loans and Swingline Loans, together with the aggregate amount of all Letter of Credit Liabilities, would exceed the aggregate amount of the Revolving Commitments at such time.

  • Minimum Excess Availability Borrower shall have Excess Availability under the Revolving Credit Loans facility of not less than the amount specified in the Schedule, after giving effect to the initial advance hereunder and after giving effect to any applicable Loan Reserves against borrowing availability under the Revolving Credit Loans.

  • Minimum Amount of Each Borrowing; Maximum Number of Borrowings The aggregate principal amount of each Borrowing of Loans shall be in a multiple of $100,000 and shall not be less than the Minimum Borrowing Amount. More than one Borrowing may occur on any date; provided that at no time shall there be outstanding more than four (4) Borrowings of LIBOR Loans under this Agreement.

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