LIMITATIONS UPON OBLIGATIONS Sample Clauses

LIMITATIONS UPON OBLIGATIONS. Anything in this Section 8 to the contrary notwithstanding, it is expressly acknowledged and agreed that no payment shall be made hereunder by PSC or Parent (individually and collectively a "Parent Party") to Seller or Shareholders (individually and collectively a "Selling Party") or, by a Selling Party to a Parent Party, on claims for indemnification under Sections 8.2 or 8.3(a) until the aggregate of all such claims of a Parent Party against a Selling Party under Section 8.3(a), or by a Selling Party against a Parent Party under Section 8.2, shall exceed $10,000.00, in which event the Party holding such claim shall be entitled to indemnification with respect to all such claims in the aggregate. In the event that such claims do not aggregate in excess of $10,000.00, then neither the Parent Parties nor the Selling Parties shall have any claim for indemnification against the other under Section 8.2 or Section 8.3(a).
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LIMITATIONS UPON OBLIGATIONS. (a) Anything in this Section 8 to the contrary notwithstanding, it is expressly acknowledged and agreed that no payment shall be made hereunder by PSC, PSC Management or Parent (individually and collectively a "Parent Party") to Sellers or any other Indemnified Person described in Section 8.2 or, by a Seller or Sellers to a Parent Party or any other Indemnified Person described in Section 8.3, on claims for indemnification under Sections 8.2 or 8.3 or based on breach of any covenant, representation or warranty, until the aggregate of all such claims against Sellers under Section 8.3, or against a Parent Party under Section 8.2, shall exceed $10,000, in which event the Indemnified Person or Persons holding such claim shall be entitled to indemnification or to damages with respect to all amounts in excess of such $10,000.
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LIMITATIONS UPON OBLIGATIONS. Anything in this Section 8 to the contrary notwithstanding, it is expressly acknowledged and agreed that no payment shall be made hereunder by PSC or Parent (individually and collectively a "Parent Party") to Shareholder or, by Shareholder to a Parent Party, on claims for indemnification under Sections 8.2 or 8.3(a) until the aggregate of all such claims of a Parent Party against Shareholder under Section 8.3(a), or by Shareholder against a Parent Party under Section 8.2, shall exceed $25,000.00, in which event the Party holding such claim shall be entitled to indemnification with respect to all such claims in the aggregate; provided that the obligations of Shareholder under Section 8.3(a) shall be limited as set forth in Section 8.3(c) above. In the event that such claims do not aggregate in excess of $25,000.00, then neither the Parent Parties nor Shareholder shall have any claim for indemnification against the other under Section 8.2 or Section 8.3(a).
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LIMITATIONS UPON OBLIGATIONS. Anything in this Section 8 to the contrary notwithstanding, it is expressly acknowledged and agreed that no payment shall be made hereunder by SFO or Parent (individually and collectively a "Parent Party") to Sellers or, by Sellers to a Parent Party, on claims for indemnification under Sections 8.2 or 8.3 until the aggregate of all such claims of a Parent Party against Sellers under Section 8.3, or by Sellers against a Parent Party under Section 8.2, shall exceed $5,000, in which event the Party holding such claim shall be entitled to indemnification with respect to all such claims in the aggregate
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LIMITATIONS UPON OBLIGATIONS. Anything in this Section 8 to the contrary notwithstanding, it is expressly acknowledged and agreed that no payment shall be made hereunder by PSC or Parent (individually and collectively a "Parent Party") to Seller or Shareholder (individually and collectively a "Selling Party") or, by a Selling Party to a Parent Party, on claims for indemnification under Sections 8.2 or 8.3(a):
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Related to LIMITATIONS UPON OBLIGATIONS

  • Limitation on Obligations (a) The provisions of this Guaranty are severable, and in any action or proceeding involving any state corporate law, or any state, federal or foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under this Guaranty would otherwise be held or determined to be avoidable, invalid or unenforceable on account of the amount of such Subsidiary Guarantor’s liability under this Guaranty, then, notwithstanding any other provision of this Guaranty to the contrary, the amount of such liability shall, without any further action by any Subsidiary Guarantor, the Administrative Agent or any other Credit Party, be automatically limited and reduced to the highest amount that is valid and enforceable as determined in such action or proceeding (such highest amount determined hereunder being the relevant Subsidiary Guarantor’s “Maximum Liability”). This Section 9(a) with respect to the Maximum Liability of the Subsidiary Guarantors is intended solely to preserve the rights of the Administrative Agent and the Lenders hereunder to the maximum extent not subject to avoidance under applicable law, and neither a Subsidiary Guarantor nor any other Person shall have any right or claim under this Section 9(a) with respect to the Maximum Liability, except to the extent necessary so that the obligations of each Subsidiary Guarantor hereunder shall not be rendered voidable under applicable law.

  • Obligations Upon Termination Upon termination of this Agreement, either party shall, at the request of the other party, return any document, material, database, equipment, or software containing the Confidential Information to the other party. If, for any reason, such document, material, database, equipment, or software cannot be returned, either party shall destroy all the Confidential Information belonging to the other party and delete such Confidential Information from any memory devices. No party shall be permitted to continue using the Confidential Information in any way after the termination of this Agreement.

  • Limitations on Indemnification Obligations (a) The amount which any Party (an "Indemnifying Party") is or may be required to pay to any Person (an "Indemnified Party") in respect of Damages or other Liability for which indemnification is provided under this Agreement shall be reduced by any amounts actually received (including Insurance Proceeds actually received) by or on behalf of such Indemnified Party (net of increased insurance premiums and charges to the extent related to Damages and costs and expenses (including reasonable legal fees and expenses) incurred by such Indemnified Party in connection with seeking to collect and collecting such amounts) in respect of such Damages or other Liability (such net amounts are referred to herein as "Indemnity Reduction Amounts"). If any Indemnified Party receives any Indemnity Reduction Amounts in respect of Damages for which indemnification is provided under this Agreement after the full amount of such Damages has been paid by an Indemnifying Party or after an Indemnifying Party has made a partial payment of such Damages and such Indemnity Reduction Amounts exceed the remaining unpaid balance of such Damages, then the Indemnified Party shall promptly remit to the Indemnifying Party an amount equal to the excess (if any) of (A) the amount theretofore paid by the Indemnifying Party in respect of such Damages, less (B) the amount of the indemnity payment that would have been due if such Indemnity Reduction Amounts in respect thereof had been received before the indemnity payment was made.

  • Rights and Remedies Upon Breach If Executive breaches or threatens to commit a breach of any of the provisions of this Section 5 (the “Restrictive Covenants”), the Company shall have the following rights and remedies, each of which rights and remedies shall be independent of the other and severally enforceable, and all of which rights and remedies shall be in addition to, and not in lieu of, any other rights and remedies available to the Company under law or in equity:

  • Obligations upon Reinstatement Upon accepting the reinstatement of a Mortgage Loan, the Servicer shall immediately contact the appropriate foreclosure attorney or trustee to avoid incurring additional legal costs or fees. The Servicer must apply the reinstatement Funds upon receipt from a Borrower in payment of the expenses enumerated in Section 13.5.1

  • Rights and Remedies Upon Default Upon occurrence of any Event of Default and at any time thereafter, the Secured Party shall have the right to exercise all of the remedies conferred hereunder and under the Notes, and the Secured Party shall have all the rights and remedies of a secured party under the UCC and/or any other applicable law (including the Uniform Commercial Code of any jurisdiction in which any Collateral is then located). Without limitation, the Secured Party shall have the following rights and powers:

  • Company Obligations upon Termination Upon termination of Executive’s employment pursuant to any of the circumstances listed in this Section 3, Executive (or Executive’s estate) shall be entitled to receive the sum of: (i) the portion of Executive’s Annual Base Salary earned through the Date of Termination, but not yet paid to Executive; (ii) any expense reimbursements owed to Executive pursuant to Section 2(e); and (iii) any amount accrued and arising from Executive’s participation in, or benefits accrued under any employee benefit plans, programs or arrangements, which amounts shall be payable in accordance with the terms and conditions of such employee benefit plans, programs or arrangements (collectively, the “Company Arrangements”). Except as otherwise expressly required by law (e.g., COBRA) or as specifically provided herein, all of Executive’s rights to salary, severance, benefits, bonuses and other compensatory amounts hereunder (if any) shall cease upon the termination of Executive’s employment hereunder. In the event that Executive’s employment is terminated by the Company for any reason, Executive’s sole and exclusive remedy shall be to receive the payments and benefits described in this Section 3(c) or Section 4, as applicable.

  • Limitations upon Participant Rights A Participant shall not be entitled to receive any greater payment under Section 3.01 or 3.04 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant, unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant that would be a Foreign Lender if it were a Lender shall not be entitled to the benefits of Section 3.01 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrower, to comply with Section 3.01(e) as though it were a Lender.

  • Limitations on Amounts A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of the Issuing Bank (determined for these purposes without giving effect to the participations therein of the Lenders pursuant to paragraph (e) of this Section) shall not exceed $25,000,000, (ii) the total Multicurrency Credit Exposures shall not exceed the aggregate Multicurrency Commitment and (iii) the total Covered Debt Amount shall not exceed the Borrowing Base then in effect.

  • Certain Obligations Whenever this Agreement requires any of the Subsidiaries of any Party to take any action, this Agreement will be deemed to include an undertaking on the part of such Party to cause such Subsidiary to take such action.

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