Limitation on Indemnification by Buyer. Notwithstanding the foregoing, no indemnification shall be payable to the Stockholders with respect to claims asserted pursuant to Section 9.3 above after the Indemnification Cut-Off Date.
Limitation on Indemnification by Buyer. Notwithstanding the -------------------------------------- foregoing, the right of Stockholder Indemnified Parties to indemnification under Section 10.03 shall be subject to the following provisions:
(a) No indemnification pursuant to Section 10.03(a) shall be payable to any Stockholder Indemnified Party, unless the total of all claims for indemnification pursuant to Section 10.03 shall exceed $25,000 in the aggregate, whereupon the full amount of such claims shall be recoverable in accordance with the terms hereof; and
(b) No indemnification shall be payable to any Stockholder Indemnified Party with respect to claims under Section 10.03(a) above which are asserted after the Expiration Date; provided that if on or prior to the Expiration Date a specific state of facts shall have become known which may give rise to a claim for indemnification under Subsection 10.03(a) and a Stockholder Indemnified Party shall have given written notice to Buyer of such facts known by such Stockholder Indemnified Party at such time, then the right to indemnification with respect to such claim shall remain in effect without regard to when such matter shall be finally determined and disposed of. The limitations contained in this Section 10.04 shall not apply to the indemnification obligations of Buyer arising under Section 10.03(b).
Limitation on Indemnification by Buyer. No indemnification pursuant to Section 7.3 shall be payable to Sheridan, unless the total of all claims for indemnification pursuant to Section 7.3 shall exceed Fifty Thousand Dollars ($50,000.00) in the aggregate, whereupon the full amount of all claims shall be recoverable in accordance with the terms of this Agreement. Furthermore, notwithstanding anything in this agreement no claim for indemnification may be made after April 10, 1999.
Limitation on Indemnification by Buyer. Notwithstanding the foregoing, no indemnification shall be payable to the Seller Parties with respect to claims asserted pursuant to Section 9.4 above after the date which is two (2) years after the Closing. Claims for indemnification with respect to (a) fraud, intentional misrepresentation or the cause or knowledge of a deliberate or willful breach of any representations, warranties or covenants of Buyer under this Agreement or in any certificate, schedule or exhibit delivered pursuant hereto, and (b) any breach of the representations and warranties set forth in Sections 6.1 and 6.2 shall not be subject to any of the limitations set forth in this Section 9.5.
Limitation on Indemnification by Buyer. Notwithstanding the -------------------------------------- foregoing, the right of Stockholder Indemnified Parties to indemnification under Section 10.03 shall be subject to the following provisions:
(a) No indemnification pursuant to Section 10.03 shall be payable to the Stockholders, unless the total of all claims for indemnification pursuant to Section 10.03 shall exceed $200,000 in the aggregate, whereupon the full amount of such claims shall be recoverable in accordance with the terms hereof; and
(b) No indemnification shall be payable to the Stockholders with respect to claims asserted pursuant to Section 10.03 above after the Indemnification Cut-Off Date.
Limitation on Indemnification by Buyer. No indemnification pursuant to Section 9.3 shall be payable to the Stockholders, unless the total of all claims for indemnification pursuant to Section 9.3 shall exceed Ten Thousand Dollars ($10,000.00) in the aggregate, whereupon the full amount of all claims shall be recoverable in accordance with the terms of this Agreement.
Limitation on Indemnification by Buyer. 39 10.5. NOTICE; DEFENSE OF CLAIMS.......................................................................................... 39 10.6.
Limitation on Indemnification by Buyer. 47 Notwithstanding the foregoing, the right of Seller Indemnified Parties to indemnification under Section 9.03 shall be subject to the following provisions:
(a) No indemnification pursuant to Section 9.03(a) shall be payable to Seller or the Stockholders, unless the total of all claims for indemnification pursuant to Section 9.03(a) shall exceed dollars ($ ) in the aggregate, whereupon the full amount of such claims shall be recoverable in accordance with the terms hereof;
(b) No indemnification shall be payable to Seller or the Stockholders with respect to claims asserted pursuant to Section 9.03(a) above after the Indemnification Cut-Off Date[; and] [(c) No indemnification shall be payable for certain claims as set forth in Section 7.03 of this Agreement]48.
Limitation on Indemnification by Buyer. Notwithstanding the foregoing, the right of the Partners to indemnification under Section 12.3 shall be subject to the following provisions:
(a) No indemnification shall be payable to the Partners with respect to claims asserted pursuant to Section 12.3 above in amounts in excess of twenty five million dollars ($25,000,000), less
Limitation on Indemnification by Buyer. Notwithstanding the foregoing, the right of Stockholder Indemnified Parties to indemnification under Section 11.3 shall be subject to the following provisions:
(a) The maximum indemnification payable pursuant to Section 11.3 above shall equal the Maximum Amount;
(b) No indemnification pursuant to Section 11.3 shall be payable to the Stockholder, unless the total of all claims for indemnification pursuant to Section 11.3 shall exceed $350,000 in the aggregate, whereupon the amount of such claims in excess of $350,000 shall be recoverable in accordance with the terms hereof;
