Limitations on Indemnification for Breaches of Representations and Warranties. An indemnifying party shall not have any liability under Section 8.01(a)(i) or Section 8.01(b)(i) hereof unless the aggregate amount of Damages to the indemnified parties finally determined to arise thereunder based upon, attributable to or resulting from the failure of any representation or warranty to be true and correct, exceeds $10,000 (the "Deductible") and, in such event, the indemnifying party shall be required to pay the amount of such Damages including those used to compute the Deductible.
Appears in 3 contracts
Samples: Master Spectrum Acquisition Agreement (Clearwire Corp), Spectrum Option Agreement (Clearwire Corp), Spectrum Option Agreement (Clearwire Corp)
Limitations on Indemnification for Breaches of Representations and Warranties. An indemnifying party Indemnifying Party shall not have any liability under Section 8.01(a)(i9.1(a)(ii) or Section 8.01(b)(i9.1(b) hereof unless the aggregate amount of Damages Losses and Expenses to the indemnified parties finally determined to arise thereunder based upon, attributable to or resulting from the failure of any representation or warranty to be true and correct, other than the representations and warranties set forth in Sections 3.7, 3.10 and 3.15 hereof, exceeds $10,000 5,000 (the "Deductible"“Basket”) and, in such event, the indemnifying party Indemnifying Party shall be required to pay the entire amount of such Damages including those used to compute the DeductibleLosses and Expenses.
Appears in 2 contracts
Samples: Share Exchange Agreement (Armitage Mining Corp), Share Exchange Agreement (Armitage Mining Corp)
Limitations on Indemnification for Breaches of Representations and Warranties. An indemnifying party Party shall not have any liability under Section 8.01(a)(i9.01(a)(i) or Section 8.01(b)(i9.0l(b)(i) hereof unless the aggregate amount of Damages to the indemnified parties Parties finally determined to arise thereunder based upon, attributable to or resulting from the failure of any representation or warranty to be true and correctcorrect or the breach of any covenant, exceeds $10,000 in the aggregate (the "Deductible") and, in such event, the indemnifying party Party shall be required to pay the amount of such Damages including those used to compute the Deductible.
Appears in 2 contracts
Samples: In Stockholders Agreement (Clearwire Corp), In Stockholders Agreement (Clearwire Corp)
Limitations on Indemnification for Breaches of Representations and Warranties. An indemnifying party Party shall not have any liability under Section 8.01(a)(i) or Section 8.01(b)(i) hereof unless the aggregate amount of Damages to the indemnified parties Parties finally determined to arise thereunder based upon, attributable to or resulting from the failure of any representation or warranty to be true and correctcorrect or the breach of any covenant, exceeds $10,000 [***] in the aggregate (the "Deductible") and, in such event, the indemnifying party Party shall be required to pay the amount of such Damages including those used to compute the Deductible.
Appears in 2 contracts
Samples: Master Royalty and Use Agreement (Clearwire Corp), Master Royalty and Use Agreement (Clearwire Corp)
Limitations on Indemnification for Breaches of Representations and Warranties. An indemnifying party shall not have any liability under Section 8.01(a)(i8.1(a)(i) or Section 8.01(b)(i8.1(b)(i) hereof unless the aggregate amount of Damages Losses, Expenses and Taxes to the indemnified parties finally determined to arise thereunder based upon, attributable to or resulting from the failure of any representation or warranty to be true and correctthereunder, exceeds $10,000 25,000 (the "DeductibleBasket") and, in such event, the indemnifying party shall be required to pay the entire amount of such Damages including those used Losses and Expenses in excess of $25,000 (the "Deductible"), subject to compute the Deductibleterms of Sections 8.3, 8.6, and 10.3 in all cases.
Appears in 1 contract
Limitations on Indemnification for Breaches of Representations and Warranties. An indemnifying party Party shall not have any liability under Section 8.01(a)(i9.01(a)(i) or Section 8.01(b)(i9.0l(b)(i) hereof unless the aggregate amount of Damages to the indemnified parties Parties finally determined to arise thereunder based upon, attributable to or resulting from the failure of <PAGE> any representation or warranty to be true and correctcorrect or the breach of any covenant, exceeds $10,000 in the aggregate (the "Deductible") and, in such event, the indemnifying party Party shall be required to pay the amount of such Damages including those used to compute the Deductible.
Appears in 1 contract
Samples: Master Royalty and Use Agreement
Limitations on Indemnification for Breaches of Representations and Warranties. An indemnifying party shall not have any liability under Section 8.01(a)(i) 7.1(a), other than 7.1(a)(i), or Section 8.01(b)(i7.1(b) hereof above unless the aggregate amount of Damages Losses and Expenses to the indemnified parties finally determined to arise thereunder based upon, attributable to or resulting from the failure of any representation or warranty to be true and correct, exceeds $10,000 5,000 (the "Deductible"“Basket”) and, in such event, the indemnifying party shall be required to pay the entire amount of such Damages including those used to compute Losses and Expenses in excess of $5,000 (the “Deductible”).
Appears in 1 contract
Samples: Asset Purchase Agreement (Halcyon Jets Holdings, Inc.)
Limitations on Indemnification for Breaches of Representations and Warranties. (a) An indemnifying party shall not have any liability under Section 8.01(a)(i10.2(a)(i) or Section 8.01(b)(i10.2(b)(i) hereof unless the aggregate amount of Damages Losses and Expenses to the indemnified parties finally determined to arise thereunder based upon, attributable to or resulting from the failure of any representation or warranty to be true and correct, correct exceeds $10,000 (the "Deductible") 75,000 and, in such event, the indemnifying party shall be required to pay the entire amount of such Damages including those used to compute the DeductibleLosses and Expenses.
Appears in 1 contract
Samples: Asset Purchase Agreement (Technology Solutions Company)