Common use of Indemnification Basket Clause in Contracts

Indemnification Basket. No party shall have any liability hereunder for Indemnified Losses after Closing, with respect to a breach of the representations and warranties contained herein, until the aggregate of all Indemnified Losses for which the Shareholders and DNA Sciences as a group or GVEC, as applicable, are responsible under this Agreement exceeds $50,000 (the "Basket"); provided that once this Basket amount is exceeded for the Shareholders and DNA Sciences as a group or GVEC, as applicable, the responsible party or parties shall be responsible for all Indemnified Losses, from the first dollar as if such Basket never existed; and further provided that this Section 9.5.3 shall not limit in any respect indemnity claims: (i) based upon fraud, intentional breach or misrepresentation; (ii) arising from a breach by the Indemnitor of any covenant contained in Sections 2.2 and 2.3 hereof; or (iii) arising from a breach by the Shareholders of any representation or warranty contained in Section 3.2 hereto.

Indemnification Basket. No party shall have any liability hereunder for Indemnified Losses after Closing, with respect to a breach of the representations and warranties contained herein, until the aggregate of all Indemnified Losses for which the Shareholders Selling Shareholder and DNA Sciences the Company as a group or GVECthe Purchaser, as applicable, are responsible under this Agreement exceeds Ten Thousand Dollars ($50,000 (the "10,000)(the “Basket"”); provided that once this Basket amount is exceeded for the Shareholders Selling Shareholder and DNA Sciences the Company as a group or GVECthe Purchaser, as applicable, the responsible party or parties shall be responsible for all Indemnified Losses, from the first dollar as if such Basket never existed; and further provided that this Section 9.5.3 the 6.5.2 shall not limit in any respect indemnity claims: (i) based upon fraud, intentional breach or misrepresentation; (ii) arising from a breach by the Indemnitor of any covenant contained in Sections 2.2 and 2.3 hereof; or (iii) arising from a breach by the Shareholders Selling Shareholder of any representation or warranty contained in Section 3.2 hereto.

Indemnification Basket. No party shall have any liability hereunder for Indemnified Losses after Closing, with respect to a breach of the representations and warranties contained herein, until the aggregate of all Indemnified Losses for which the Shareholders Gooden and DNA Sciences A1 as a group or GVECXxxxxxield, as applicable, are responsible under this Agreement exceeds Ten Thousand Dollars ($50,000 10,000) (the "Basket"); provided that once this Basket amount is exceeded for the Shareholders Gooden and DNA Sciences A1 as a group or GVECXxxxxxield, as applicable, the responsible party or parties shall be responsible for all Indemnified Losses, from the first dollar as if such Basket never existed; and further provided that this Section 9.5.3 9.5.2 -42- shall not limit in any respect indemnity claims: (i) based upon fraud, intentional breach or misrepresentation; (ii) arising from a breach by the Indemnitor of any covenant contained in Sections 2.2 and 2.3 hereof; or (iii) arising from a breach by the Shareholders Gooden or Ingarfield of any representation xxxxxxentation or warranty contained in Section Sections 3.2 and 4.2 hereto.

Indemnification Basket. No party shall have any liability hereunder for Indemnified Losses after Closing, with respect to a breach of the representations and warranties contained herein, until the aggregate of all Indemnified Losses for which the Original Shareholders and DNA Sciences Shengtai as a group or GVECBio-One, as applicable, are responsible under this Agreement exceeds $50,000 200,000 (the "Basket"); provided that once this Basket amount is exceeded for the Original Shareholders and DNA Sciences Shengtai as a group or GVECBio-One, as applicable, the responsible party or parties shall be responsible for all Indemnified Losses, from the first dollar as if such Basket never existed; and further provided that this Section 9.5.3 shall not limit in any respect indemnity claims: (i) based upon fraud, intentional breach or misrepresentation; (ii) arising from a breach by the Indemnitor of any covenant contained in Sections 2.2 and 2.3 hereof; or (iii) arising from a breach by the Original Shareholders of any representation or warranty contained in Section 3.2 hereto.