Common use of De Minimis Amount; Threshold Clause in Contracts

De Minimis Amount; Threshold. The Purchaser or – as the case may be – the Shareholder Loans Purchaser shall only be entitled to any claims under this section 7 if (i) such individual claim exceeds an amount of EUR 20,000.00 (in words: Euro twenty thousand) (with the exception of claims under section 6.2.11 (Tax) where such amount shall be EUR 10,000.00 (in words: Euro ten thousand)) (hereinafter referred to as the “De Minimis Amount”) and (ii) the aggregate individual claims exceeding the De Minimis Amount exceed EUR 50,000.00 (in words: Euro fifty thousand) (hereinafter referred to as the “Threshold”). In case each individual claim exceeds the De Minimis Amount and the aggregate amount of all such individual claims exceeds the Threshold, the Purchaser or – as the case may be – the Shareholder Loans Purchaser can claim the aggregate amount including the De Minimis Amounts and the Threshold (Freigrenze). For the avoidance of doubt, this section 7.3 shall not apply with respect to claims based on the indemnities set out in sections 8 and 9 of this Agreement.

De Minimis Amount; Threshold. The Purchaser or – as the case may be – the Shareholder Loans Purchaser shall only be entitled to any claims under this section Section 6 and Section 7 if to the extent that (i) such each individual claim exceeds an amount of EUR 20,000.00 75,000.00 (in words: Euro twenty seventy five thousand) (with the exception of claims under section 6.2.11 (Tax) where such amount shall be EUR 10,000.00 (in words: Euro ten thousand)) (hereinafter referred to as the “De Minimis Amount”) and (ii) the aggregate amount of all such individual claims exceeding the De Minimis Amount exceed pursuant to lit. (i) exceeds EUR 50,000.00 1,500,000.00 (in words: Euro fifty one million five hundred thousand) (hereinafter referred to as the “Threshold”). In case each individual claim exceeds the De Minimis Amount and the aggregate amount of all such individual claims exceeds the ThresholdThreshold are exceeded, the Purchaser or – as the case may be – the Shareholder Loans Purchaser can claim the aggregate full amount including of all claims exceeding the De Minimis Amounts and the Threshold Amount (Freigrenze). For the avoidance of doubt, this section 7.3 The limitations set forth in sentence 1 above shall not apply to claims regarding the guarantees set forth in Section 6.2.1. Claims of the Purchaser with respect to Taxes (Section 8) relating to (i) Xxxxx International GmbH, (ii) Ipsen Holdings Inc. and its subsidiaries and (iii) Hauzer Techno Coating B.V. and its subsidiaries can only be raised for claims based on exceeding, individually or in the indemnities set out aggregate, EUR 10,000.00 (Euro ten thousand) per legal entity or group of legal entities, respectively, as referred to in sections 8 (i) to (iii) and 9 calendar year, in which case the Purchaser shall be entitled to claim the full amount of this Agreementsuch claims (Freigrenze).

De Minimis Amount; Threshold. The a) Claims of the Purchaser or – as for Warranty Breaches by the case may be – the Shareholder Loans Purchaser shall Seller can only be entitled raised if and to any claims under this section 7 if the extent that (i) such each individual claim against the Seller exceeds an amount of equal to EUR 20,000.00 250,000 (in words: Euro twenty thousand) (with the exception of claims under section 6.2.11 (Tax) where such amount shall be EUR 10,000.00 (in words: Euro ten thousand)two hundred and fifty thousand euros) (hereinafter referred to as the “De Minimis Amount”) ), and (ii) the aggregate amount of all such individual claims against the Seller (reaching or exceeding the De Minimis Amount exceed and including claims against the Seller under § 11 below) exceeds an amount equal to EUR 50,000.00 50,000,000 (in words: Euro fifty thousandmillion euros) (hereinafter referred to as the “Threshold”). In case each individual claim exceeds the event that the Threshold is exceeded, the Purchaser can only recover the amounts exceeding the Threshold (deductible – Freibetrag). b) The De Minimis Amount and and/or the aggregate amount Threshold shall not apply to claims for Breaches of all such individual claims exceeds the ThresholdTitle Warranties, the Purchaser or – as Seller’s Warranty in § 9(2)d) (No Leakage) and also not to any of the case may be – the Shareholder Loans Purchaser can claim the aggregate amount including the De Minimis Amounts and the Seller’s covenants pursuant to § 14 below. The Threshold (Freigrenze). For shall not apply to claims under § 12 below, though, for the avoidance of doubt, this section 7.3 the De Minimis Amount shall not apply with respect to claims based on the indemnities set out in sections 8 and 9 of this Agreementsuch claims.