Cap; Deductible Sample Clauses

Cap; Deductible. (i) The maximum aggregate amount of indemnifiable Damages payable by the Company Indemnifying Parties under Section 6.1(a) (excluding any indemnifiable Damages payable by the Company Indemnifying Parties in respect of the Company Fundamental Representations) in respect of all claims made thereunder shall not exceed the sum of (A) $3,000,000, plus (B) 10% of the aggregate Milestone Payments and Revenue Payments (each such Milestone Payment and Revenue Payment to be valued at the applicable Parent Share Contingent Payment Price to the extent paid in Parent Shares) actually made, or due and payable, to the Company Securityholders pursuant to Section 2.16 (the “Cap”) and in no event shall any Company Indemnifying Party be obligated to indemnify the Parent Indemnified Parties for Damages in respect of such claims in excess of its Pro Rata Portion of the Cap. For purposes of this Article VI, “Pro Rata Portion” and “Cap” shall be calculated as of the date that any indemnification or other payment is to be made and notwithstanding anything to the contrary herein, a Company Indemnifying Party shall only be obligated to indemnify a Parent Indemnified Party to the extent it has actually received Merger Consideration (or such Merger Consideration has been paid to the Securityholder Representative or has been withheld by Parent pursuant to Section 2.16(h)) pursuant to this Agreement. Any amount of indemnifiable Damages that would have been payable by the Company Indemnifying Parties at a given time but for the application of the Cap as in effect at such time shall become immediately due and payable on the date of any subsequent increase in the Cap resulting from any Milestone Payment or Revenue Payment to the extent not restricted by such increased Cap. (ii) No Parent Indemnified Party shall be entitled to indemnification for Damages claimed under Section 6.1(a) unless and until the aggregate amount of all Damages incurred by such Parent Indemnified Party in respect of such claims, taken together, exceeds $1,000,000 (the “Deductible”), at which time all such Damages incurred in excess of the Deductible shall be indemnifiable claims hereunder (subject to all the other terms and conditions set forth herein); provided, that the limitation set forth in this Section 6.4(b)(ii) shall not apply in respect of any indemnification claims in respect of breaches of any Company Fundamental Representations or Section 3.6(a) (Company Permits; Compliance With Law; Other Product Matter...
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Related to Cap; Deductible

  • Deductible An annual deductible of fifty dollars ($50) per person and one hundred fifty dollars ($150) per family applies to State Dental Plan non-preventive services received from in-network providers. An annual deductible of one hundred twenty-five dollars ($125) per person applies to State Dental Plan services received from out of network providers. The deductible must be satisfied before coverage begins.

  • Insurance, Loss Deductible The Customer shall be exempt from, and in no way liable for, any sums of money which may represent a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of the Contractor providing such insurance. Upon request, the Contractor shall furnish the Customer an insurance certificate proving appropriate coverage is in full force and effect.

  • Self-Insured Retention/Deductibles Certificates of Insurance must indicate the applicable deductible/self-insured retention on each policy. Deductibles or self-insured retentions above $100,000 are subject to approval from OGS, which shall not be unreasonably withheld, conditioned or delayed. Vendor and Contractors shall be solely responsible for all claim expenses and loss payments within the deductible or self-insured retention.

  • Umbrella/Excess Liability The A/E may employ an umbrella/excess liability policy to achieve the above-required minimum coverage.

  • Deductibles The Department shall be exempt from, and in no way liable for, any sums of money representing a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of the Grantee providing such insurance.

  • Excess/Umbrella Liability Excess/umbrella liability insurance may be included to meet minimum requirements. Umbrella coverage must indicate the existing underlying insurance coverage.

  • Union Deductions All employees who are covered by the certification with the Union shall, as a condition of continuing employment, authorize a deduction from their pay cheques of the amount of the dues, levies and assessments payable to the Union by a member of the Union. The Employer shall provide a copy of the authorization form, which has been forwarded by the Union, to each new employee. Upon receipt of written notice from the Union, the Employer shall terminate the services of any employee who does not authorize the deduction as above. The Employer agrees to deduct the amount of the Union dues, levies and assessments payable to the Union by an employee in the Union’s bargaining unit. The Union shall inform the Employer in writing of the amount to be deducted from each employee. The Union shall advise the Employer in writing sixty (60) calendar days in advance of any change in the amount to be deducted. The Employer shall remit such dues, levies and assessments to the Union within twenty-eight (28) calendar days from the date of deduction, together with a written statement containing the names of the employees for whom the deductions were made and the amount of each deduction. The Employer shall supply each employee, without charge, a receipt for income tax purposes shown on the T4 slip in the amount of the deductions paid to the Union by the employee in the previous year. Such receipts shall be provided to the employee prior to March 1 of the succeeding year. Deductions for levies and assessments shall be a percentage of wages.

  • Losses in Excess of the Stated Threshold In the event that the sum of the Cumulative Loss Amount under this Single Family Shared-Loss Agreement and the Stated Loss Amount under the Commercial Shared-Loss Agreement meets or exceeds the Stated Threshold, the loss/recovery sharing percentages set forth herein shall change from 80/20 to 95/5 and thereafter the Receiver shall pay to the Assuming Bank, in immediately available funds, an amount equal to ninety-five percent (95%) of the Monthly Shared-Loss Amount reported on the Monthly Certificate. If the Monthly Shared-Loss Amount reported on the Monthly Certificate is a negative number, the Assuming Bank shall pay to the Receiver in immediately available funds ninety-five percent (95%) of that amount.

  • Application of Excess Liability Coverage Contractors may use a combination of primary, and excess insurance policies which provide coverage as broad as (“follow form” over) the underlying primary policies, to satisfy the Required Insurance provisions.

  • Union Dues Deductions It shall be a condition of employment for all Nurses in the Bargaining Unit, that dues be deducted from their bi-weekly salary in the amount determined by the Union. The deductions for newly employed Nurses shall be in the first pay period of employment. The dues shall be submitted monthly to the Union together with a list of the Nurses from whom the deductions were made.

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