Common use of Indemnification Basket Amount Clause in Contracts

Indemnification Basket Amount. Notwithstanding the foregoing, an Indemnifying Party (defined below) shall not be required to indemnify an Indemnified Party (defined below) pursuant to Section 7.2(a) or Section 7.2(b), as applicable, unless and until the amount of all Losses incurred by such Indemnified Party exceeds $1,000,000 in the aggregate (the “Basket Amount”), in which case the Indemnifying Party shall be required to indemnify the Indemnified Party for any and all such Losses in excess of the Basket Amount; provided, however, that the limitation set forth in this Section 7.2(c) shall not apply to Losses resulting from a breach of the representations and warranties set forth in Sections 2.2, 2.10, 3.2(b) or 3.21.

Appears in 4 contracts

Samples: Exchange Agreement (Motient Corp), Exchange Agreement (Bce Inc), Exchange Agreement (Motient Corp)

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Indemnification Basket Amount. Notwithstanding the foregoing, an Indemnifying Party (as defined below) shall not be required to indemnify an Indemnified Party (as defined below) pursuant to Section 7.2(a) or ), Section 7.2(b), Section 7.2(c) or Section 7.2(d) as applicable, unless and until the amount of all Losses incurred by such Indemnified Party exceeds $1,000,000 in the aggregate (the “Basket Amount”), in which case the Indemnifying Party shall be required to indemnify the Indemnified Party for any and all such Losses in excess of the Basket Amount; provided, however, that the limitation set forth in this Section 7.2(c7.2(e) shall not apply to Losses resulting from a breach of the representations and warranties set forth in Sections 2.2, 2.10, 2.2 or 3.2(b) or 3.21to Losses indemnified by Section 7.2(b)(iii).

Appears in 2 contracts

Samples: Exchange Agreement (Motient Corp), Exchange Agreement (Skyterra Communications Inc)

Indemnification Basket Amount. Notwithstanding the foregoing, an Indemnifying Party (as defined below) shall not be required to indemnify an Indemnified Party (as defined below) pursuant to Section 7.2(a8.2(a) or Section 7.2(b8.2(b), as applicable, unless and until the amount of all Losses incurred by such Indemnified Party exceeds $1,000,000 5,000,000 in the aggregate (the “Basket Amount”), in which case the Indemnifying Party shall be required to indemnify the Indemnified Party for any and all such Losses in excess of the Basket Amount; providedprovided that with respect to Section 6.15, the Basket Amount shall be $2,000,000; provided further, however, that the limitation set forth in this Section 7.2(c8.2(c) shall not apply to Losses resulting from a breach of the representations and warranties set forth in Sections 2.2, 2.10, 2.2 or 3.2(b) or 3.21).

Appears in 2 contracts

Samples: Exchange Agreement (Motient Corp), Exchange Agreement (Skyterra Communications Inc)

Indemnification Basket Amount. Notwithstanding the foregoing, an Indemnifying Party (defined below) shall not be required to indemnify an Indemnified Party (defined below) pursuant to Section 7.2(aSECTION 5.2(A) or Section 7.2(bSECTION 5.2(B), as applicable, unless and until the amount of all Losses incurred by such Indemnified Party exceeds $1,000,000 [0.5% of Purchase Price] in the aggregate (the “Basket Amount”"BASKET AMOUNT"), in which case the Indemnifying Party shall be required to indemnify the Indemnified Party for any and all such Losses in excess of (including the Basket Amount); providedPROVIDED, howeverHOWEVER, that the limitation set forth in this Section 7.2(cSECTION 5.2(C) shall not apply to any Losses resulting from a breach of the representations and warranties set forth in Sections SECTIONS 2.2, 2.102.3, 3.2(b) or 3.212.7, 2.11, and 3.8.

Appears in 1 contract

Samples: Stock Repurchase Agreement (Motient Corp)

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Indemnification Basket Amount. Notwithstanding the foregoing, an Indemnifying Party (as defined below) shall not be required to indemnify an Indemnified Party (as defined below) pursuant to Section 7.2(a) or Section 7.2(b), as applicable, unless and until the amount of all Losses incurred by such Indemnified Party exceeds $1,000,000 5,000,000 in the aggregate (the “Basket Amount”), in which case the Indemnifying Party shall be required to indemnify the Indemnified Party for any and all such Losses in excess of the Basket Amount; provided, however, that the limitation set forth in this Section 7.2(c) shall not apply to Losses resulting from a breach of the representations and warranties set forth in Sections 2.2, 2.102.11, 3.2(b) or 3.213.11.

Appears in 1 contract

Samples: Exchange Agreement (Skyterra Communications Inc)

Indemnification Basket Amount. Notwithstanding the foregoing, an Indemnifying Party (defined below) shall not be required to indemnify an Indemnified Party (defined below) pursuant to Section 7.2(a5.2(a) or Section 7.2(b5.2(b), as applicable, unless and until the amount of all Losses incurred by such Indemnified Party exceeds $1,000,000 _________ in the aggregate (the "Basket Amount"), in which case the Indemnifying Party shall be required to indemnify the Indemnified Party for any and all such Losses in excess of (including the Basket Amount); provided, however, however that the limitation set forth in this Section 7.2(c5.2(c) shall not apply to any Losses resulting from a breach of the representations and warranties set forth in Sections 2.2, 2.3, 2.7, 2.10, 3.2(b2.11, 3.2, 3.3, 3.4, 3.5, 3.9 and 3.11 or Deficiency Interest and Penalties pursuant to Section 5.2(a)(iv) or 3.215.2(a)(v).

Appears in 1 contract

Samples: Stock Purchase Agreement (Motient Corp)

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