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 Gooden and A1 as a group or Xxxxxxield, as applicable, are responsible under this Agreement exceeds Ten Thousand Dollars ($10,000) (the "Basket"); provided that once this Basket amount is exceeded for Gooden and A1 as a group or Xxxxxxield, 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 9.5.2 -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 Gooden or Ingarfield of any xxxxxxentation or warranty contained in 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 Gooden the Original Shareholders and A1 Shengtai as a group or XxxxxxieldBio-One, as applicable, are responsible under this Agreement exceeds Ten Thousand Dollars ($10,000) 200,000 (the "Basket"); provided that once this Basket amount is exceeded for Gooden the Original Shareholders and A1 Shengtai as a group or XxxxxxieldBio-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 9.5.2 -42- 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 Gooden or Ingarfield the Original Shareholders of any xxxxxxentation representation or warranty contained in Sections Section 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 Gooden the Shareholders and A1 DNA Sciences as a group or XxxxxxieldGVEC, as applicable, are responsible under this Agreement exceeds Ten Thousand Dollars ($10,000) 50,000 (the "Basket"); provided that once this Basket amount is exceeded for Gooden the Shareholders and A1 DNA Sciences as a group or XxxxxxieldGVEC, 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 9.5.2 -42- 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 Gooden or Ingarfield the Shareholders of any xxxxxxentation representation or warranty contained in Sections Section 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 Gooden the Selling Shareholder and A1 the Company as a group or Xxxxxxieldthe Purchaser, as applicable, are responsible under this Agreement exceeds Ten Thousand Dollars ($10,000) (the "10,000)(the “Basket"”); provided that once this Basket amount is exceeded for Gooden the Selling Shareholder and A1 the Company as a group or Xxxxxxieldthe 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 9.5.2 -42- 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 Gooden or Ingarfield Selling Shareholder of any xxxxxxentation representation or warranty contained in Sections Section 3.2 and 4.2 hereto.