Limitations and General Indemnification Provisions. (a) Except for Fraud Claims and claims under Section 6.2(a)(iv), a Purchaser Indemnified Party shall not be entitled to indemnification pursuant to this ARTICLE VI, until the aggregate amount of all Losses suffered by all Purchaser Indemnified Parties exceeds Hundred Thousand Dollars ($100,000) (the “Basket”), at which point the full amount of all Losses from the first dollar shall be recoverable, and the maximum aggregate amount of indemnification payments to which the Company Indemnifying Parties will be obligated to pay in the aggregate under Section 6.2 shall not exceed an amount equal to value of 10% of the Stockholder Merger Consideration (the “Cap”).
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Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (DatChat, Inc.), Agreement and Plan of Merger (Spherix Inc)
Limitations and General Indemnification Provisions. (a) Except for Fraud Claims and claims under Claims related to Section 6.2(a)(iv)5.13, a Purchaser and subject in all cases to Section 10.4, an Innovate Indemnified Party shall not be entitled to indemnification pursuant to this ARTICLE VISection 10, until the aggregate amount of all Losses suffered by all Purchaser Innovate Indemnified Parties exceeds Five Hundred Thousand Dollars ($100,000500,000) (the “Basket”), at in which point event only the full amount of all Losses from that exceed the first dollar Basket shall be recoverable, and the maximum aggregate amount of indemnification payments to which the Company Indemnifying Parties will be obligated to pay in the aggregate under Section 6.2 shall 10.2 will not exceed an amount the dollar value of the Escrow Shares (the value of each Escrow Share for these purposes to be equal to value of 10% of the Stockholder Merger Consideration Innovate Closing VWAP) (the “Cap”).
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Samples: Agreement and Plan of Merger (Innovate Biopharmaceuticals, Inc.), Agreement and Plan of Merger and Reorganization (Innovate Biopharmaceuticals, Inc.)
Limitations and General Indemnification Provisions. (a) Except for Fraud Claims and claims under Section 6.2(a)(iv), a Purchaser Indemnified Party shall not be entitled to indemnification pursuant to this ARTICLE VI, until the aggregate amount of all Losses suffered by all Purchaser Indemnified Parties exceeds Hundred Fifty Thousand Dollars ($100,00050,000) (the “Basket”), at which point the full amount of all Losses from the first dollar shall be recoverable, and the maximum aggregate amount of indemnification payments to which the Company Indemnifying Parties will be obligated to pay in the aggregate under Section 6.2 shall not exceed an amount equal to value of 10% of the Stockholder Merger Consideration 1,500,000 Escrow Shares (the “Cap”).
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