Common use of Indemnity Threshold Amount Clause in Contracts

Indemnity Threshold Amount. An Indemnified Party shall not be entitled to make any claim for indemnification under Section 6.1(i) above with respect to the inaccuracy of any representation or warranty unless and until the aggregate amount of all such claims made in good faith for indemnification by such Indemnified Party and all other Persons that are such Indemnified Party’s Affiliates, and each of their respective directors, officers, partners, managers, members, shareholders, employees, consultants, agents, other Representatives, advisors, successors and assigns (collectively, the “Company Group Indemnified Members”) exceeds an amount equal to the Indemnity Threshold Amount for Indemnified Party, but then such Indemnified Party shall be entitled to make a claim for indemnification for all claims with respect to the inaccuracy of all such representations or warranties for the amount of all such claims (without any deduction of the Indemnity Threshold * Confidential Treatment Requested Amount). Notwithstanding the foregoing, an Indemnified Party may make an indemnity claim solely with respect to the inaccuracy of any Fundamental Representation or any representation relating to Tax matters or the Cash Grant irrespective of whether the claim or claims are less than, equal to or greater than the respective Indemnity Threshold Amount.