Common use of Buyer's Limitation of Liability Clause in Contracts

Buyer's Limitation of Liability. (1) . Notwithstanding any provision in this Agreement to the contrary, the liability of Buyer to indemnify Seller Indemnified Parties pursuant to Section 11.4(a) hereof against any Damages sustained by reason of any Seller Claim with respect to the breach of a representation or warranty shall be limited to Seller Claims as to which a Seller Indemnified Party has given Buyer written notice thereof, setting forth therein in reasonable detail the basis for such Seller Claim, on or prior to the termination of such representation or warranty pursuant to Section 11.1 hereof; provided, however, that (i) the provisions for indemnification contained in Section 11.4(a) shall be effective only after the aggregate amount of all such Seller Claims for which Buyer is liable under Section 11.4(a) exceed an amount equal to 1.5% of the Purchase Price, and only to the extent of such excess, and (ii) no Seller Claim (or series of related Seller Claims) pursuant to Section 11.4(a) in an amount less than $150,000 may be asserted. Notwithstanding any other provision of this Agreement, in no event shall the aggregate amount of all Seller Claims for which Buyer is liable pursuant to (i) Section 11.4(a) exceed an amount equal to 12.5% of the Purchase Price or (ii) Section 11.4(b) exceed an amount equal to the Purchase Price, less the aggregate amount of all Seller Claims for which Buyer is liable pursuant to Section 11.4(b); it being understood and agreed that the foregoing limits shall not apply to any Seller Claims pursuant to Section 11.4(c), 11.4(d) or 11.4(e).

Buyer's Limitation of Liability. (1) . Notwithstanding any Any provision in this Agreement to the contrarycontrary notwithstanding, the liability of Buyer to indemnify Seller Indemnified Parties pursuant to Section 11.4(a) hereof against any Damages sustained by reason of any Seller Claim with respect to the breach of a representation or warranty shall be limited to Seller Claims as to which a Seller Indemnified Party has given Buyer written notice thereof, setting forth therein in reasonable detail the basis for such Seller Claim, on or prior to the termination of such representation or warranty pursuant to Section 11.1 hereof; provided, however, that (i) the provisions for indemnification contained in Section 11.4(a) shall be effective only after the aggregate amount of all such Seller Claims for which Buyer is liable under Section 11.4(a) exceed this Agreement exceeds an amount equal to 1.5% of the Purchase Price, Price and only to the extent of such excess, and (ii) no Seller Claim (or series of related Seller Claims) pursuant to Section 11.4(a) in an amount less than $150,000 may be asserted. Notwithstanding any other provision of this Agreement, except for breaches of Section 4.2, in no event shall the aggregate amount of all Seller Claims for which Buyer is liable pursuant to (i) Section 11.4(a) exceed an amount equal to 12.515% of the Purchase Price or (ii) Section 11.4(b) exceed an amount equal to the Purchase Price, less the aggregate amount of all Seller Claims for which Buyer is liable pursuant to Section 11.4(b); it being understood and agreed that the foregoing limits shall not apply to any Seller Claims pursuant to Section 11.4(c), 11.4(d) or 11.4(e).

Buyer's Limitation of Liability. (1) . Notwithstanding any provision in this Agreement to the contrary, the liability of Buyer to indemnify Seller Indemnified Parties pursuant to Section 11.4(a) hereof against any Damages sustained by reason of any Seller Claim with respect to the breach of a representation or warranty shall be limited to Seller Claims as to which a Seller Indemnified Party has given Buyer written notice thereof, setting forth therein in reasonable detail the basis for such Seller Claim, on or prior to the termination of such representation or warranty pursuant to Section 11.1 hereof; provided, however, that (i) the provisions for indemnification contained in Section 11.4(a) shall be effective only after the aggregate amount of all such Seller Claims for which Buyer is liable under Section 11.4(a) this Agreement exceed an amount equal to 1.5% of the Purchase Price$712,500, and only in which event all amounts including such $712,500 shall be due to the extent of such excessSeller, and (ii) no Seller Claim (or series of related Seller Claims) pursuant to the provisions for indemnification contained in Section 11.4(a) in an amount less than $150,000 35,000 may be asserted. Notwithstanding any other provision of this Agreement, in no event shall the aggregate amount of all Seller Claims for which Buyer is liable pursuant to (i) Section 11.4(a) exceed an amount equal to 12.5% of the Purchase Price or (ii) and Section 11.4(b) exceed an amount equal to the Purchase Price, less the aggregate amount of all Seller Claims for which Buyer is liable pursuant to Section 11.4(b); it being understood and agreed that the foregoing limits shall not apply to any Seller Claims pursuant to Section 11.4(c), 11.4(d) or 11.4(e)$9,500,000.

Buyer's Limitation of Liability. (1) . Notwithstanding any provision in this Agreement to the contrary, the liability of Buyer to indemnify Seller Indemnified Parties pursuant to Section 11.4(a) hereof against any Damages sustained by reason of any Seller Claim with respect to the breach of a representation or warranty shall be limited to Seller Claims as to which a Seller Indemnified Party has given Buyer written notice thereof, setting forth therein in reasonable detail the basis for such Seller Claim, on or prior to the termination of such representation or warranty pursuant to Section 11.1 hereof; provided, however, that (i) the provisions for indemnification contained in Section 11.4(a) shall be effective only after the aggregate amount of all such Seller Claims for which Buyer is liable under Section 11.4(a) exceed an amount equal to 1.5% of the Purchase Price, and only to the extent of such excess, and (ii) no Seller Claim (or series of related Seller Claims) pursuant to Section 11.4(a) in an amount less than $150,000 may be asserted. Notwithstanding any other provision of this Agreement, in no event shall the aggregate amount of all Seller Claims for which Buyer is liable pursuant to (i) Section 11.4(a) exceed an amount equal to 12.5% of the Purchase Price or (ii) Section 11.4(b) exceed an amount equal to the Purchase Price, less the aggregate amount of all Seller Claims for which Buyer is liable pursuant to Section 11.4(b); it being understood and agreed that the foregoing limits shall not apply to any Seller Claims pursuant to Section 11.4(c), 11.4(d) or 11.4(e).