Limitations on Quantum Sample Clauses

Limitations on Quantum. 2.1 The aggregate liability of Oakley under this agreement and any agreement or document entered into pursuant to this agreement shall not in any circumstances exceed £1,288,909 one million two hundred and eighty-eight thousand nine hundred and nine pounds sterling). 2.2 The aggregate liability of MW in his capacity as an Executive under this agreement and any agreement or document entered into pursuant to this agreement (other than his Service Agreement) shall not in any circumstances exceed £161,114 (one hundred and sixty-one thousand one hundred and fourteen pounds sterling). 2.3 The aggregate liability of AG in his capacity as an Executive under this agreement and any agreement or document entered into pursuant to this agreement (other than his Service Agreement) shall not in any circumstances exceed £96,668 (ninety-six thousand six hundred and sixty-eight pounds sterling). 2.4 The Warrantors shall not be liable under the Warranties or the Tax Warranties in respect of any claim: (a) unless the amount of the liability of the Warrantors for such claim exceeds £15,000 (in which event, subject to paragraph 2.4(b) below, the Warrantors shall be liable for the whole amount of such claim and not only the excess over such amount); and (b) unless the aggregate amount of the liability of the Warrantors for all such claims exceeds £150,000 (in which event, the Warrantors shall be liable for the whole amount of such claims and not only the excess over such amount). 2.5 The respective aggregate several liability of the Trustees in respect of all claims under or for breach of this agreement and any agreement or document entered into pursuant to this agreement shall be limited to the value of the trust fund of the Trust for the time being in their hands and available to them to satisfy such liability but for the avoidance of doubt this paragraph shall not limit the aggregate liability of the Executives in their capacity as holders of their Personal Shares as set out in paragraphs 2.2 and 2.3 of this Schedule.

Limitations on Quantum. 2.1 The liability of each Party hereunder in respect of Warranty Claims (other than in respect of Fundamental Warranties and Tax Warranties) shall be limited as follows: (a) each Party shall not be liable in respect of any such individual Warranty Claim (or a series of such Warranty Claims arising from related causes, facts or circumstances) where the liability agreed or determined in respect of any such Warranty Claim (or series of such Warranty Claims) does not exceed KRW 100 million; (b) each Party shall not be liable in respect of any such Warranty Claim unless the aggregate amount of all such Warranty Claims for which the Seller or the Purchaser, as applicable, would otherwise be liable by virtue of paragraph 2.1(a) exceeds KRW 10 billion; and (c) where the amount agreed or determined in respect of all such Warranty Claims referred to in paragraph 2.1(b) exceeds KRW 10 billion, the liability of the Seller or the Purchaser, as applicable, shall be limited to the amount of the excess. 2.2 The aggregate liability of each Party in respect of all Warranty Claims (other than in respect of Fundamental Warranties and Tax Warranties) shall not exceed 10% of the Consideration. 2.3 The aggregate liability of each Party in respect of all Claims shall not exceed 100% of the Consideration. 2.4 Notwithstanding anything to the contrary, the limitations set forth in paragraphs 1.1, 2.1, 2.2 and 2.3 of Schedule 4 shall not apply to any Claim based on actual fraud in the Seller Warranties by the Seller or Purchaser Warranties by the Purchaser, as the case may be, perpetuated by such party with the knowledge that such Seller Warranties or Purchaser Warranties were inaccurate and with the intent to cause the other party to rely thereon to its detriment. 2.5 Notwithstanding anything to the contrary, the Seller shall have no liability in respect of any Claim relating to Taxes (i) for a taxable period (or portion thereof) beginning after the Accounts Date, except for any Warranty Claims based on the Tax Warranties, including any interest or penalty imposed on the Company that relate to any Tax Returns that Seller is required to file or cause the Company to timely prepare and file pursuant to Clause 13.6, provided that, for the avoidance of doubt, the Seller shall not be liable to the Purchaser for Taxes from the Company’s ordinary business income or Permitted Leakage, or (ii) for a taxable period (or portion thereof) beginning after the Completion Date. For these purposes, a...

Limitations on Quantum. 1.1 The Warrantors shall have no liability whatsoever in respect of any Claim unless: 1.1.1 the liability of the Warrantors in respect of an individual Claim (or series of related Claims with respect to related facts or circumstances) exceeds [***] (excluding interest and costs) (a “Qualifying Claim”); and 1.1.2 the aggregate amount of the liability of the Warrantors for all such Qualifying Claims exceeds [***] (in which event the Warrantors shall be liable for the whole amount of such Qualifying Claims and not only for the excess over [***]). 1.2 The total aggregate liability of the Warrantors in respect of all Claims (other than Principal Warranty Claims) shall not exceed $2,000,000. For the avoidance of doubt, the sole remedy of the Buyer for all Claims (other than Principal Warranty Claims) shall be to payment from the Escrow Account in accordance with Schedule 8 and, after the release of the Escrow Amount shall be limited to the Escrow Amount paid out pursuant to paragraph 10 of Schedule 8 and the Buyer’s sole remedy for such claims shall be set off against the Milestone Loan Stock. 1.3 The total aggregate liability of the Warrantors in respect of each and all Principal Warranty Claims shall not exceed the combined total of (i) the Escrow Amount; and (ii) an amount equal to 50% of the aggregate nominal value of each of: (a) the Series A Loan Stock; (b) the Series B Loan Stock; (c) the Series C Loan Stock; and

Limitations on Quantum. 2.1 The liability of the Seller in respect of any Claim: (a) shall not arise unless and until the amount of such Claim exceeds five hundred thousand Dollars (USD 500,000) (in which case the liability of the Seller shall be for the full amount of the Claim); (b) shall not arise unless and until the amount of all Claims for which it would, in the absence of this provision, be liable exceeds fifteen million Dollars (USD 15,000,000) less an amount equal to the aggregate of any and all Losses suffered or incurred by the Company and/or the Subsidiary arising out of, relating to or attributable to the MMH Inspection and the Seadrill Claim up to an aggregate amount of two million, five hundred thousand Dollars (USD 2,500,000) (in which case the liability of the Seller shall be for the full amount of the Claim); and (c) shall not (when aggregated with the amount of all other Claims) exceed thirty-five per cent (35%) of the Initial Consideration, other than the liability of the Seller in respect of any Title Warranty which shall not exceed one hundred per cent (100%) of the Initial Consideration.

Limitations on Quantum. The liability of each of the ABRY Sellers in respect of any breaches of this Agreement, including of the Warranties set out in Part A of Schedule 4 (Warranties from the Sellers) shall not exceed the amount of the ABRY Consideration received by the relevant ABRY Seller.

Limitations on Quantum. The liability of the Sellers in respect of:

Limitations on Quantum. 3.1 The Seller shall not be liable under the Warranties and the Tax Warranties in respect of any claim: (a) unless the amount of the liability of the Seller for such claim exceeds £20,000; and (b) unless the aggregate amount of the liability of the Seller for all such claims exceeds £800,000. 3.2 Notwithstanding any other provision of this agreement, the aggregate liability of the Seller shall not in any circumstances exceed £60,000,000 save that in respect of any claim under any of the Warranties 1.1 (Authority and Capacity), 1.2 (Title to the Shares) or 1.3 (Changes in share capital) the aggregate liability of the Seller in respect of any such claims and claims made in respect of the other Warranties shall not in any circumstances exceed the Consideration.

Limitations on Quantum. 1.1 The liability of the Sellers: (a) in respect of any Warranty Claim shall not arise unless and until the amount of all Warranty Claims for which they would, in the absence of this provision be liable, exceeds US$2,500,000.00 (two million and five hundred thousand dollars), in which case the Purchaser shall be entitled to claim the whole of such amount and not merely the excess; and (b) shall not:

Limitations on Quantum. The Purchaser’s right to recover in respect of all Claims (other than a Claim for Leakage in accordance with Clause 7 (Leakage)) is limited, in the aggregate, to an amount equal to US$1.00.

Limitations on Quantum. 2.1 Subject to clause 2.2 below, the aggregate liability of the Seller in respect of all Claims (other than any Claim in respect of the Fundamental Warranties) in connection with the terms of this agreement shall not in any circumstances exceed the Escrow Sum. 2.2 The aggregate liability of the Seller for a Claim in respect of the Fundamental Warranties shall not in any circumstances, exceed the total amount of consideration received by him under the terms of this agreement less the aggregate amount of any Claims referred to under paragraph 2.1 above. 2.3 The Seller shall not be liable in respect of any Claim (other than a Claim in respect of the Fundamental Warranties): (a) unless the amount of the liability of the Seller for such Claim exceeds £100,000 (in which event, subject to paragraph 2.3(b) below, the Seller shall be liable for the whole amount of such Claim and not only the excess over such amount); and (b) unless the aggregate amount of the liability of the Seller for all such Claims exceeds £300,000 (in which event, the Seller shall be liable for the whole amount of such Claims and not only the excess over such amount).