De Minimis Claims. 5.1 Subject to paragraph 5.4, VIP shall not be liable in respect of any HET Claim (other than a VIP Disclosure Warranty Claim, a VIP Indemnity Claim or a VIP Tax Non-Warranty Claim) unless the amount of damages to which HET would, but for this paragraph, be entitled as a result of that HET Claim is at least EUR10,000,000.
5.2 Subject to paragraph 5.4, VIP shall not be liable in respect of any VIP Disclosure Warranty Claim unless the amount of damages to which HET would, but for this paragraph, be entitled as a result of that VIP Disclosure Warranty Claim is at least EUR50,000,000.
5.3 Subject to paragraph 5.4, VIP shall not be liable in respect of any VIP Litigation Indemnity Claim unless the amount of damages to which HET would, but for this paragraph, be entitled as a result of that VIP Litigation Indemnity Claim is at least EUR15,000,000.
5.4 If more than one HET Claim arises from, or is caused by, the same or similar matters or circumstances and the aggregate amount of damages to which HET would be entitled as a result of those HET Claims is equal to or exceeds the sum specified in paragraph 5.1, 5.2 or 5.3 (as applicable), such paragraph shall not apply to any of those HET Claims.
De Minimis Claims. 3.1 Subject to subparagraph 3.2, the Seller shall not be liable in respect of any Warranty Claim unless the amount of damages to which the Purchaser would, but for this subparagraph, be entitled as a result of that Warranty Claim is at least €100,000.
3.2 If more than one Warranty Claim arises from, or is caused by, the same or substantially the same matter, matters, circumstance or circumstances and the aggregate amount of damages to which the Purchaser would be entitled as a result of those Warranty Claims is equal to or exceeds the sum specified in subparagraph 3.1, subparagraph 3.1 shall not apply to any of those Warranty Claims.
De Minimis Claims. Neither Party shall be liable for a claim if the liability of the other Party for that claim when added to the total liability of the other Party under all previous claims does not exceed in aggregate the Minimum Liability.
9.3.1 Once the total of the claims exceeds in aggregate the Minimum Liability, the breaching Party shall be liable for the whole amount of such claim and not just for the amount exceeding the Minimum Liability.
9.3.2 No single claim may be made against a Party under the Warranties if the amount to be claimed does not exceed [xxxxxxxxx].
De Minimis Claims. Guarantee Claims shall be excluded for a specific Seller Breach if and to the extent that the individual claim would be less than * (the “De Minimis Claim”).
De Minimis Claims. Seller shall have no liability pursuant to Section 8.1.1 in connection with any individual or group of claims that results in Losses to the Purchaser Indemnified Parties that are subject to indemnification pursuant to Section 8.1.1 in the aggregate of less than Amount ([$XXX]), and such Losses below such amount shall not be applied towards the satisfaction of the Claim Threshold. Purchaser shall have no liability pursuant to Section 8.2.1 in connection with any individual or group of claims that results in Losses to the Seller Indemnified Parties that are subject to indemnification pursuant to Section 8.2.1 in the aggregate of less than [Amount] Dollars ([$XXX]), and such Losses below such amount shall not be applied towards the satisfaction of the Claim Threshold.
De Minimis Claims. (a) The Shareholders and the Guarantors shall not be liable in respect of a Warranty Claim, a Specified Matter Claim (other than a claim pursuant to Section 2 of Schedule J hereto) or a Tax Claim, unless the amount of liability pursuant to that Warranty Claim, Specified Matter Claim or Tax Claim exceeds USD100,000.
(b) For the purposes of paragraph (a) above, Warranty Claims, Specified Matter Claims or Tax Claims arising directly from the same fact or event (or series of related facts or events) shall be treated as one individual Warranty Claim, Specified Matter Claim or Tax Claim rather than a series of individual Warranty Claims, Specified Matter Claims or Tax Claims.
De Minimis Claims. Except with respect to Losses arising out of, related to or in connection with any breach or inaccuracy of the representation or warranty made by the Founders in Section 4.12(k), the Sellers will not be liable to Buyer for Losses pursuant to Section 8.1(a) relating to any individual claim resulting in Losses (i) in the amount of $25,000 or less or (ii) solely in the case of any claim relating to any breach or inaccuracy of the Founders’ representations and warranties set forth in Section 4.18, $60,000 or less (it being understood, however, in each case, that any series of related Losses shall be considered as one and the same Loss). For the avoidance of doubt, any such Losses shall be disregarded to determine whether the threshold of Section 8.5(b) has been reached.
De Minimis Claims. No party shall bring any action against any other party hereto with respect to the subject matter hereof unless the aggregate amount of all claims so brought in relation to the subject matter of this Agreement exceeds Fifty Thousand Dollars ($50,000.00) provided, however, that the foregoing shall not prevent or preclude actions seeking injunctive or other equitable forms of relief.
De Minimis Claims. No party to this Agreement shall bring any action ------------------------- against any other party to this Agreement with respect to the subject matter of this Agreement, unless the aggregate amount of all claims so brought in relation to the subject matter of this Agreement exceeds $50,000.00; provided, however, that the foregoing shall not prevent or preclude actions seeking injunctive or other equitable forms of relief.
De Minimis Claims. (i) Except as provided in Sections 10.5(a) and 10.5(b) above, an obligation to indemnify shall not exist under Section 10.2 unless a claim or action or a series of related claims or actions for which the Seller Indemnitees would otherwise be entitled to indemnification under Section 10.2 (but for the application of this subsection) equals or exceeds the Minimum Claim Amount, and Federated shall not be liable for any Losses with respect to any claims or actions, or a series of related claims or actions, in the event that such Losses are less than the Minimum Claim Amount.
(ii) In applying this Section 10.5(d), the Parties agree that: (A) claims or actions, or a series of related claims or actions, will be aggregated for purposes of the Minimum Claim Amount if multiple claims or actions arise from the same cause; and (B) any claims or actions, or a series of related claims or actions, that do not equal or exceed the Minimum Claim Amount shall not be counted toward the Deductible or the Federated Indemnity Cap.
