Common use of Limitations on Indemnification for Breaches of Representations and Warranties Clause in Contracts

Limitations on Indemnification for Breaches of Representations and Warranties. An indemnifying party shall not have any liability under Section 9.1(a)(ii) or Section 9.1(b)(i) hereof unless the aggregate amount of Losses and Expenses to the indemnified parties exceeds $10,000 (the “Basket”) (except for Losses and Expenses based upon, attributable to or resulting from the failure of any representation or warranty to be true and correct under Section 4.3, for which the Basket shall not apply) and, in such event, the indemnifying party shall be required to pay the entire amount of such Losses and Expenses in excess of the Basket.

Limitations on Indemnification for Breaches of Representations and Warranties. (a) An indemnifying party shall not have any liability under Section 9.1(a)(ii10.2(a)(i) or Section 9.1(b)(i10.2(b)(i) hereof unless the aggregate amount of Losses and Expenses to the indemnified parties exceeds $10,000 (the “Basket”) (except for Losses and Expenses finally determined to arise thereunder based upon, attributable to or resulting from the failure of any representation or warranty to be true and correct under Section 4.3correct, for which exceeds $200,000 (the Basket shall not apply“Basket”) and, in such event, the indemnifying party shall be required to pay the entire amount of such Losses and Expenses in excess of Expenses, including the Basket.

Limitations on Indemnification for Breaches of Representations and Warranties. An indemnifying party Neither the Sellers nor the Purchaser shall not have any liability under Section 9.1(a)(ii10.2(a)(i)-(iii),Section 10.2(b) or Section 9.1(b)(i10.2(d) hereof unless the aggregate amount of Losses and Expenses to the indemnified parties exceeds $10,000 (the “Basket”) (except for Losses and Expenses finally determined to arise thereunder based upon, attributable to or resulting from the inaccuracy of or the failure of any representation or warranty to be true and correct under Section 4.3, for which exceeds $20,000 (the Basket shall not apply“Basket”) and, in such eventthe event Losses exceed the amount of the Basket, the indemnifying party shall be required to pay the entire amount of all such Losses and Expenses in excess of the Basket.

Limitations on Indemnification for Breaches of Representations and Warranties. An indemnifying party shall not have any liability under Section 9.1(a)(ii8.1(a)(ii) or Section 9.1(b)(i8.1(b)(ii) hereof unless the aggregate amount of Losses and Expenses to the indemnified parties exceeds $10,000 (the “Basket”) (except for Losses and Expenses finally determined to arise thereunder based upon, attributable to or resulting from the failure of any representation or warranty to be true and correct under Section 4.3correct, for which without regard to any materiality qualifiers contained in the Basket shall not applyrepresentations and warranties, exceeds $ 25,000 (the "Basket") and, in such event, the indemnifying party Party shall be required to pay the entire amount of all such Losses and Expenses in excess of including those used to compute the Basket.