Fraud Exception. None of the limitations contained in this Clause 9 shall apply in case of fraud ("fraude"/"bedrog") or wilful misconduct by the Seller.
Fraud Exception. Notwithstanding anything contained herein to the contrary, there shall be no maximum liability or limit on the amount of any Losses for which Seller or Buyer shall be responsible for hereunder due to any intentional, willful or fraudulent breach by Seller or Buyer, respectively, of any covenants, obligations, or representations or warranties hereunder.
Fraud Exception. The Seller Deductible Amount, Claim Threshold Amount and the Cap shall not apply to Losses arising out of fraud, willful breach or intentional misrepresentation actually committed by Seller.
Fraud Exception. Section 11.06. Set-Off Section 11.07. Escrow
Fraud Exception. Nothing in this Agreement shall be construed to limit any remedies that may be available to a Party in connection with any fraud committed against such Party by another Party hereto.
Fraud Exception. Notwithstanding any provision contained in Article VIII to the contrary, (a) in the event any Loss or failure to discover a fact or condition by a CHF Indemnified Person is due to, arises from, or is in connection with, fraud or willful misconduct by the CPH Inc., such CHF Indemnified Person will be entitled to recover any such Losses from the CPH Inc. without regard to any of the time limitations, the Threshold Amount or the $10,000,000 dollar limitations set forth above, and will be entitled to recover the full amount of such Losses from the first dollar of any such Loss; and (b) in the event any Loss or failure to discover a fact or condition by a CPH Inc. Indemnified Person is due to, arises from, or is in connection with, fraud or willful misconduct by the CHF, such CPH Inc. Indemnified Person will be entitled to recover any such Losses from the CHF without regard to any of the time limitations, dollar thresholds or dollar limitations set forth above, and will be entitled to recover the full amount of such Losses from the first dollar of any such Loss.
Fraud Exception. If Indemnitee is found guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) Indenmnitee shall not be entitled to contribution from the Company if the Company was not found guilty of such fraudulent misrepresentation.
Fraud Exception. The limitation on the Principal Shareholder's and PurchasePro's indemnification obligation in this ARTICLE VI shall not apply to any fraud by NRI or the Principal Shareholder, or by PurchasePro, as the case may be, or to Damages resulting from (i) disputes as to the title of NRI Common Stock or (ii) Legal Proceedings listed in the Disclosure Schedule.
Fraud Exception. Notwithstanding any provision contained in this Article VIII to the contrary, in the event any Loss or failure to discover a fact or condition by a Purchaser Indemnified Person is due to, arises from, or is in connection with, fraud, intentional misrepresentation, grossly negligent misrepresentation or willful misconduct by the Seller or any Person acting on their behalf, such Purchaser Indemnified Person will be entitled to recover any such Losses from the Seller, without regard to any of the time limitations, dollar thresholds or dollar limitations set forth above, and will be entitled to recover the full amount of such Losses from the first dollar of any such Loss.
