Buyer Basket Related to Representations. Buyer shall not be required to indemnify any Seller pursuant to, and shall not have any liability under, Section 8.1(b)(i) until the aggregate amount of all Damages for which Buyer would, but for this Section 8.3(b)(ii), be liable under this Article VII exceeds on a cumulative basis an amount equal to the $200,000.00 (the “Buyer Basket”), in which case Buyer shall be obligated to indemnify the Sellers for all Damages including the Buyer Basket amount; provided, however, that the Buyer Basket shall not apply to any Damages related to any claim based on Fraud.
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (Wellgistics Health, Inc.), Membership Interest Purchase Agreement (Danam Health, Inc), Membership Interest Purchase Agreement (Danam Health, Inc)
Buyer Basket Related to Representations. Buyer shall not be required to indemnify any Seller pursuant to, and shall not have any liability under, Section 8.1(b)(i) until the aggregate amount of all Damages for which Buyer would, but for this Section 8.3(b)(ii), be liable under this Article VII exceeds on a cumulative basis an amount equal to the $200,000.00 (the “Buyer Basket”), in which case Buyer shall be obligated to indemnify the Sellers for all Damages including the Buyer Basket amount; provided, however, that the Buyer Basket shall not apply to any Damages related to any claim based on Fraud..
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Assure Holdings Corp.)
