Common use of Minimum Claim Clause in Contracts

Minimum Claim. If any Claim or group of related Claims for indemnification by an Indemnified Party that is indemnifiable under Section 8.1 or Section 8.2 results in respective aggregate Losses to such Indemnified Party that do not exceed $250,000, such Losses shall not be deemed to be Losses under this Agreement, shall not be eligible for indemnification under this Article VIII and shall not be included in the calculations of limitation of Losses set forth in Section 8.3(c); provided, however, that no minimum claim amount shall apply with respect to (i) Losses arising out of the breach of any of the Fundamental Representations or the representations and warranties set forth in Section 3.18 (Taxes) or Section 4.11 (Taxes), (ii) Losses relating to any breaches of Section 2.5 or Section 5.12, or (iii) Losses relating to Section 8.1(c), Section 8.1(e), Section 8.2(c) or Section 8.2(d).

Minimum Claim. If any Claim claim or group of related Claims claims for indemnification by an Indemnified Party that is indemnifiable under Section 8.1 8.1(a) or Section 8.2 8.2(a) results in respective aggregate Losses to such Indemnified Party that do not exceed $250,000500,000, such Losses shall not be deemed to be Losses under this Agreement, shall not be eligible for indemnification under this Article VIII and shall not be included in the calculations of limitation of Losses set forth in Section 8.3(c); provided, however, that no minimum claim amount shall apply with respect to (i) Losses arising out of the breach of any of the Fundamental Representations or the representations and warranties set forth in Section 3.18 (Taxes) or Section 4.11 (Taxes), (ii) Losses relating to any breaches of the representations and warranties included in Section 2.5 or 3.18 and Section 5.12, or (iii) Losses relating to Section 8.1(c), Section 8.1(e), Section 8.2(c) or Section 8.2(d)4.11.