Common use of Minimum Amount Requirement for Damages Clause in Contracts

Minimum Amount Requirement for Damages. Notwithstanding anything to the contrary contained in this Agreement, if the Closing is consummated, neither party shall have any liability to the other party following the Closing with respect to any breaches of indemnification obligations under Sections 10.4.2 and 10.4.4 (nor with respect to the breach of any obligation or warranty or representation to which such indemnity applies [collectively, an "Indemnification Obligation"]), unless and until the aggregate amount of the actual general and compensatory damages suffered by the non-defaulting party by reason of any such breaches of an Indemnification Obligation, exceeds the sum of $250,000; but then in such event, the damages that the non-defaulting party may collect shall begin with and include the first dollar of such loss. Unless and until the amount of the actual damages suffered or incurred by the non-defaulting party by reason of any such breaches of Indemnification Obligations exceeds in the aggregate the sum of $250,000, the non-defaulting party shall not be entitled to file an action or lawsuit or undertake any other legal proceeding against the defaulting party by reason of any such breaches of Indemnification Obligations. The provisions of this Section 10.5 shall survive the Closing. The limitations set forth in this Section 10.5 shall not apply to breaches of any covenants (other than the Indemnification Obligations), nor apply to the prorations pursuant to Article VI.

Minimum Amount Requirement for Damages. Notwithstanding anything to the contrary contained in this Agreement, if the Closing is consummated, neither party shall have any liability to the other party following the Closing with respect to any breaches of indemnification obligations under Sections 10.4.2 and 10.4.4 (nor with respect to the breach of any obligation or warranty or representation to which such indemnity applies [collectively, an "Indemnification Obligation"]), unless and until the aggregate amount of the actual general and compensatory damages suffered by the non-defaulting party by reason of any such breaches of an Indemnification Obligation, exceeds the sum of $250,000250,000 in the aggregate of this Agreement and the Other Mall Contracts; but then in such event, the damages that the non-defaulting party may collect shall begin with and include the first dollar of such loss. Unless and until the amount of the actual damages suffered or incurred by the non-defaulting party by reason of any such breaches of Indemnification Obligations exceeds in the aggregate (under this Agreement and the Other Mall Contracts) the sum of $250,000, the non-defaulting party shall not be entitled to file an action or lawsuit or undertake any other legal proceeding against the defaulting party by reason of any such breaches of Indemnification Obligations. The provisions of this Section 10.5 shall survive the Closing. The limitations set forth in this Section 10.5 shall not apply to breaches of any covenants (other than the Indemnification Obligations), nor apply to the prorations pursuant to Article VI.