Common use of Threshold and Limitations Clause in Contracts

Threshold and Limitations. (a) No Indemnified Party shall be entitled to receive any indemnification payment with respect to any claims for indemnification under this Article VIII ("Claims") until the aggregate Losses for which such Indemnified Parties would be otherwise entitled to receive indemnification exceed $100,000 (the "Threshold"); provided, however, that once such aggregate Losses exceed the Threshold, such Indemnified Parties shall be entitled to indemnification for the aggregate amount of all Losses without regard to the Threshold.

Appears in 1 contract

Samples: 1 Agreement and Plan of Merger (Amazon Com Inc)

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Threshold and Limitations. (a) No The Indemnified Party Parties shall not be entitled to receive any indemnification payment with respect to any claims for indemnification under this Article VIII ("Claims") 6 until the aggregate Losses for which such Indemnified Parties would be otherwise entitled to receive indemnification exceed $100,000 200,000 (the "Threshold"); provided, however, that once such the aggregate Losses losses exceed the --------- -------- ------- Threshold, such Indemnified Parties shall be entitled to indemnification for the aggregate amount of all Losses without regard to the Threshold.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Watchguard Technologies Inc)

Threshold and Limitations. (a) No Indemnified Party shall be entitled to receive any indemnification payment with respect to any claims for indemnification under this Article VIII ("Claims") until the aggregate Losses for which such Indemnified Parties would be otherwise entitled to receive indemnification exceed $100,000 250,000, (the "Threshold"); provided, however, that once such aggregate Losses exceed the Threshold, such Indemnified Parties shall be entitled to indemnification for the aggregate amount of all Losses without regard to the Threshold.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Amazon Com Inc)

Threshold and Limitations. (a) No Indemnified Party shall be entitled to receive any indemnification payment with respect to any claims for indemnification under this Article VIII ("Claims") until the aggregate Losses for which such Indemnified Parties would be otherwise entitled to receive indemnification exceed $100,000 150,000 (the "Threshold"); provided, however, that once such aggregate Losses exceed the Threshold, such Indemnified Parties shall be entitled to indemnification only for the aggregate amount of all Losses without regard to which exceed the Threshold.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sierra on Line Inc)

Threshold and Limitations. (a) No The Indemnified Party Parties shall not be entitled to receive any indemnification payment with respect to any claims for indemnification under this Article VIII VI ("Claims") until the aggregate Losses for which such Indemnified ------ Parties would otherwise be otherwise entitled to receive indemnification exceed $100,000 75,000 (the "Threshold"); provided, however, that once such the aggregate Losses exceed the ---------- Threshold, such Indemnified Parties shall be entitled to indemnification for the aggregate amount of all Losses without regard to the Threshold.

Appears in 1 contract

Samples: Unit Purchase Agreement (Onyx Software Corp/Wa)

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Threshold and Limitations. (a) No Except for Losses based on fraud, the Indemnified Party Parties shall be not be entitled to receive any indemnification payment with respect to any claims for indemnification under this Article VIII ("Claims") until the aggregate Losses for which such Indemnified Parties would be otherwise entitled to receive indemnification exceed $100,000 (the "Threshold"); provided, however, ) and only to the extent that once such aggregate Losses exceed the Threshold, such Indemnified Parties shall be entitled to indemnification for the aggregate amount of all Losses without regard to the Threshold.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Primus Knowledge Solutions Inc)

Threshold and Limitations. (a) No The Indemnified Party Parties shall be not be entitled to receive any indemnification payment with respect to any claims for indemnification under this Article VIII ("ClaimsCLAIMS") until the aggregate Losses for which such Indemnified Parties would be otherwise entitled to receive indemnification exceed $100,000 (the "ThresholdTHRESHOLD"); provided, however, that once such aggregate Losses exceed the Threshold, such Indemnified Parties shall be entitled to indemnification for the aggregate amount of all Losses without regard to the Threshold.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Shopnow Com Inc)

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