Common use of Limitations Related to Indemnity Clause in Contracts

Limitations Related to Indemnity. Notwithstanding anything to the contrary herein: (a) Each Shareholder shall be individually responsible for indemnification arising out of any breach of a representation and warranty made pursuant to Section 3.3 as to such Shareholder and the other Shareholders shall not be jointly or severally liable for such indemnification obligations; (b) Except as set forth in Section 6.4(a) above, each Shareholder's responsibility for any indemnification under this Section 6 shall be limited to the result obtained by multiplying the total indemnity by the proportionate ownership interest each Shareholder had in the Stock, as set forth beside their respective signatures to this Agreement; (c) Shareholders shall have no obligation to indemnify any loss by Buyer under this Agreement, unless, and only to the extent that all such losses in the aggregate exceed $700,000; (d) Buyer shall have no obligation to indemnify any loss by Shareholders under this Agreement, unless, and only to the extent that all such losses in the aggregate exceed $700,000 (except that this Section 6.4(d) shall not apply in the event of Buyer's failure to pay the deferred portion of the Purchase Price in accordance with Section 2.1); (e) In no event shall the aggregate liabilities of the Shareholders under this Agreement exceed $12,500,000; (f) In no event shall the aggregate liabilities of Buyer under this Agreement exceed $12,500,000; and

Limitations Related to Indemnity. Notwithstanding anything to the contrary herein: (a) Each Shareholder shall be individually responsible for indemnification arising out of any breach of a representation and warranty made pursuant to Section 3.3 as to such Shareholder and the other Shareholders shall not be jointly or severally liable for such indemnification obligations3.3; (b) Except as set forth in Section 6.4(a7.4(a) above, each Shareholder's responsibility for any indemnification under this Section 6 7 shall be limited to the result obtained by multiplying the total indemnity by the proportionate ownership interest each Shareholder had in the Stock, as set forth beside their respective signatures to this Agreement; (c) Shareholders shall have no obligation to indemnify any loss by Buyer under this Agreement, unless, and only to the extent that all such losses in the aggregate exceed $700,000250,000; (d) Buyer shall have no obligation to indemnify any loss by Shareholders under this Agreement, unless, and only to the extent that all such losses in the aggregate exceed $700,000 (except that this Section 6.4(d) shall not apply in the event of Buyer's failure to pay the deferred portion of the Purchase Price in accordance with Section 2.1)250,000; (e) In no event shall the aggregate liabilities of the Shareholders under this Agreement exceed $12,500,00020,000,000; (f) In no event shall the aggregate liabilities of Buyer under this Agreement exceed $12,500,00020,000,000; and (g) The obligations of the Shareholders under this Section 7 shall expire on the date that their representations and warranties shall expire, which shall be June 30, 1999 (the "Indemnification Period"). (h) Buyer shall make a claim under any applicable insurance policy prior to making a claim for indemnity. The amount of the indemnity payment required by this Section 7 shall be reduced by any recoveries of insurance proceeds received by Company, provided that the applicable Shareholder shall be responsible for any increased insurance premiums for the subsequent two year period. (i) No Shareholder shall be responsible for the violation of the provisions of Section 6 of this Agreement by another Shareholder.

Limitations Related to Indemnity. Notwithstanding anything to the contrary herein: (a) Each Shareholder shall be individually responsible for indemnification arising out of any breach of a representation and warranty made pursuant to Section 3.3 as to such Shareholder and the other Shareholders shall not be jointly or severally liable for such indemnification obligations; (b) Except as set forth in Section 6.4(a7.4(a) above, each Shareholder's responsibility for any indemnification under this Section 6 7 shall be limited to the result obtained by multiplying the total indemnity by the proportionate ownership interest each Shareholder had in the Stock, as set forth beside their respective signatures to this Agreement; (c) Shareholders shall have no obligation to indemnify any loss by Buyer under this Agreement, unless, and only to the extent that all such losses in the aggregate exceed $700,000500,000; (d) Buyer shall have no obligation to indemnify any loss by Shareholders under this Agreement, unless, and only to the extent that all such losses in the aggregate exceed $700,000 (except that this Section 6.4(d) shall not apply in the event of Buyer's failure to pay the deferred portion of the Purchase Price in accordance with Section 2.1)500,000; (e) In no event shall the aggregate liabilities of the Shareholders under this Agreement exceed $12,500,0007,000,000; (f) In no event shall the aggregate liabilities of Buyer under this Agreement exceed $12,500,0007,000,000; and (g) The obligations of the Shareholders under this Section 7 shall expire on the date that their representations and warranties shall expire, which shall be the first anniversary of the Closing Date (the "Indemnification Period").