Common use of Cushion Clause in Contracts

Cushion. The provisions for indemnity contained in Section 8.2 and Section 8.3 hereof shall only be effective with respect to an Indemnifiable Claim (or, if more than one Indemnifiable Claim is asserted, with respect to all Indemnifiable Claims) to the extent the amount (or aggregate amount, in the case of more than one Indemnifiable Claim) of damages sustained in connection therewith exceeds Three Hundred Thousand dollars (USD$300,000), but to the extent that the amount or amounts of damages in respect of Indemnifiable Claims exceeds $300,000, the indemnity provisions hereunder shall apply to all such damages, without regard to the $300,000 limit; provided, however, that no cushion shall apply under this Agreement to the indemnification by Buyer of C&W pursuant to Section 5.10 hereof.

Appears in 2 contracts

Samples: Stock Purchase Agreement (PLD Telekom Inc), Stock Purchase Agreement (Cable & Wireless PLC)

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Cushion. The provisions for indemnity contained in Section 8.2 8.3 and Section 8.3 8.4 hereof shall only be effective with respect to an Indemnifiable Claim (or, if more than one Indemnifiable Claim is asserted, with respect to all Indemnifiable Claims) to the extent the amount (or aggregate amount, in the case of more than one Indemnifiable Claim) of damages sustained in connection therewith exceeds Three Hundred Thousand dollars (USD$300,000), but to the extent that the amount or amounts of damages in respect of Indemnifiable Claims exceeds $300,000, the indemnity provisions hereunder shall apply to all such damages, without regard to the $300,000 limit; provided, however, that no cushion shall apply under this Agreement to the indemnification by Buyer of C&W pursuant to Section 5.10 hereoflevel.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Cable & Wireless PLC), Stock Purchase Agreement (News America Inc)

Cushion. The provisions for indemnity contained in Section 8.2 9.3 and Section 8.3 9.4 hereof shall only be effective with respect to an Indemnifiable Claim (or, if more than one Indemnifiable Claim is asserted, with respect to all Indemnifiable Claims) to the extent the amount (or aggregate amount, in the case of more than one Indemnifiable Claim) of damages sustained in connection therewith exceeds Three One Hundred Thousand dollars (USD$300,000USD$100,000), but to the extent that the amount or amounts of damages in respect of Indemnifiable Claims exceeds $300,000100,000, the indemnity provisions hereunder shall apply to all such damages, without regard to the $300,000 limit; provided, however, that no cushion shall apply under this Agreement to the indemnification by Buyer of C&W pursuant to Section 5.10 hereof100,000 level.

Appears in 1 contract

Samples: Asset Exchange Agreement (PLD Telekom Inc)

Cushion. The provisions for indemnity contained in Section 8.2 and Section 8.3 hereof shall only be effective with respect to an Indemnifiable Claim (or, if more than one Indemnifiable Claim is asserted, with respect to all Indemnifiable Claims) to the extent the amount (or aggregate amount, in the case of more than one Indemnifiable Claim) of damages sustained in connection therewith exceeds Three Hundred Thousand dollars (USD$300,000), but to the extent that the amount or amounts of damages in respect of Indemnifiable Claims exceeds $300,000, the indemnity provisions hereunder shall apply to all such damages, without regard to the $300,000 limit; provided, however, that no cushion shall apply under this Agreement to the indemnification by Buyer of C&W pursuant to Section 5.10 hereof. 8.6.

Appears in 1 contract

Samples: Stock Purchase Agreement (News America Inc)

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Cushion. The provisions for indemnity contained in Section 8.2 9.3 and Section 8.3 9.4 hereof shall only be effective with respect to an Indemnifiable Claim (or, if more than one Indemnifiable Claim is asserted, with respect to all Indemnifiable Claims) to the extent the amount (or aggregate amount, in the case of more than one Indemnifiable Claim) of damages sustained in connection therewith exceeds Three One Hundred Thousand dollars (USD$300,000USD$100,000), but to the extent that the amount or amounts of damages in respect of Indemnifiable Claims exceeds $300,000100,000, the indemnity provisions hereunder shall apply to all such damages, without regard to the $300,000 limit; provided, however, that no cushion shall apply under this Agreement to the indemnification by Buyer of C&W pursuant to Section 5.10 hereof100,000 level. 9.7.

Appears in 1 contract

Samples: Asset Exchange Agreement (News America Inc)

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