Threshold; Deductible Sample Clauses

Threshold; Deductible. Except as provided in this Section 8.6, no --------------------- City's Indemnified Person or Stone's Indemnified Person shall be entitled to any recovery in accordance with this Article 8 unless and until the amount of such Losses suffered, sustained or incurred by such party, or to which such party becomes subject, by reason of such inaccuracy, breach or nonfulfillment exceeds $500,000 and then only to the extent of such excess. Except for willful and intentional fraud, liability for breach of representations and warranties under this Agreement shall not exceed $5,000,000 except that liability of Stone or Ashland for breach of tax representations and warranties or of Section 5.8 hereof or of the last sentence of Section 3.20 shall not be subject to either the $500,000 deductible nor $5,000,000 ceiling; provided, however, any liability of Stone or Ashland for breach of tax representations or warranties arising out of any sales tax audit shall have a $25,000 deductible. Indemnification pursuant to this Agreement shall constitute the sole and exclusive monetary remedy of the Parties with respect to any breach of the representation, warranties, covenants or agreements contained in this Agreement; provided, however, that if indemnification is not available, any Party may pursue any other remedy to the extent that any awards under such remedy does not, in the aggregate with all other indemnification recoveries hereunder, exceed the $5,000,000 cap set forth in this Section 8.6, except in the cases referred to in this Section 8.6 hereof where the cap is not applicable.
Sample 1
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Threshold; Deductible. Subject to Section 9.3(b), the Effective Time Holders shall not be required to make any indemnification payment pursuant to Section 9.2(a)(i), Section 9.2(a)(ii) or Section 9.2(a)(iii) unless and until (i) each individual claim or series of related claims exceeds $50,000 (the “De Minimis Threshold”) and (ii) any one or more of the Indemnitees have suffered or incurred Damages exceeding $1,000,000 (the “Deductible”) in the aggregate. If the total amount of such Damages exceeds the Deductible, then the Indemnitees shall be entitled to be indemnified against and compensated and reimbursed for the amount of Damages exceeding the Deductible.
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Threshold; Deductible. Except as provided in this Section 8.4, no HDA --------------------- Indemnified Person or Existing Member Indemnified Person shall be entitled to any recovery in accordance with clause (a) or (b) of Section 8.1 or clause (a) or (b) of Section 8.2 unless and until the amount of such Losses suffered, sustained or incurred by such party, or to which such party becomes subject, by reason of such inaccuracy or breach or exceeds $75,000 in the aggregate.
Sample 1
Threshold; Deductible. (a) No Indemnity in respect of Indemnifiable Losses shall be owed to the Buyer by the Sellers as long as the cumulative amount of the Indemnifiable Losses accumulated by the Sellers is less than FRF 7,500,000 (seven million five hundred thousand French francs), it being stated that any Indemnifiable Loss of an amount less than FRF 25,000 (twenty five thousand French Francs) will be excluded from the scope of application of the warranty except for any Indemnifiable Loss in relation to claims of an identical nature the amount of each being less than FRF 25,000 (twenty five thousand French Francs) but together exceeding FRF 25,000 which will be treated as one single claim for the purposes of calculating the FRF 25,000 (twenty five thousand French Francs).
Sample 1
Threshold; Deductible. Subject to Section 9.3(b), the Indemnitors shall not be required to make any indemnification payment pursuant to Section 9.2(a)(i) or Section 9.2(a)(ii) for any inaccuracy in or breach of any representation or warranty in this Agreement (other than the representations and warranties contained in Sections 2.4(d) and 2.4(e)): (i) unless the amount of Damages from any individual inaccuracy or breach (or multiple inaccuracies or breaches of the same representation or warranty) (without giving effect to any materiality or similar qualifications limiting the scope of the representations and warranties) exceeds $10,000 (a “Qualifying Claim”); and (ii) until such time as the total amount of all Damages for all Qualifying Claims arising pursuant Section 9.2(a)(i) and Section 9.2(a)(ii) (including the Damages arising from such inaccuracy or breach and all other Damages arising from any other Qualifying Claims resulting from inaccuracies or breaches of any representations or warranties) that have been directly or indirectly suffered or incurred by any one or more of the Indemnitees, or to which any one or more of the Indemnitees has or have otherwise directly or indirectly become subject, exceeds $150,000 in the aggregate (the “Deductible”). If the total amount of such Damages exceeds the Deductible, then the Indemnitees shall only be entitled to be indemnified against and compensated and reimbursed for the portion of such Damages exceeding the Deductible.
Sample 1
Threshold; Deductible. Except as provided in this Section 8.4, --------------------- no HDA's Indemnified Person or Company's Indemnified Person shall be entitled to any recovery in accordance with this Article VIII unless and until the amount of such Losses suffered, sustained or incurred by such party, or to which such party becomes subject, by reason of such inaccuracy, breach or nonfulfillment exceeds $50,000 and then only to the extent of such excess. Except for willful and intentional fraud, liability for breach of representations and warranties under this Agreement shall not exceed the Purchase Price, except that liability of the Existing Shareholders for breach of the representations and warranties contained in Section 3.4 (Capitalization of the Company), Section 3.5 (Title to Shares), Section 3.11 (Tax Matters) and Section 3.18 (Employee Benefit Plans; Employment Agreements) shall not be subject to the $50,000 deductible or the Purchase Price ceiling.
Sample 1
Threshold; Deductible. Except as provided in this Section 8.6, no --------------------- HDA's Indemnified Person or Company's Indemnified Person shall be entitled to any recovery in accordance with this Article VIII unless and until the amount of such Losses suffered, sustained or incurred by such party, or to which such party becomes subject, by reason of such inaccuracy, breach or nonfulfillment exceeds $100,000 and then only to the extent of such excess. EXCEPT FOR WILLFUL AND INTENTIONAL FRAUD, LIABILITY FOR BREACH OF REPRESENTATIONS AND WARRANTIES UNDER THIS AGREEMENT SHALL NOT EXCEED THE $800,000 ESCROW AMOUNT, EXCEPT THAT LIABILITY OF THE EXISTING SHAREHOLDERS FOR BREACH OF THE REPRESENTATIONS AND WARRANTIES CONTAINED IN SECTION 3.10 (TAX MATTERS) AND SECTION 3.17 (EMPLOYEE BENEFIT PLANS; EMPLOYMENT AGREEMENTS) AND ENVIRONMENTAL LIABILITIES RELATED TO THE PROPERTIES TO BE PURCHASED BY HDA PURSUANT TO THE REAL ESTATE PURCHASE AGREEMENT AND THE ENVIRONMENTAL LIABILITIES DESCRIBED IN SECTION 8.3(C) ABOVE SHALL NOT BE SUBJECT TO THE $800,000 ESCROW AMOUNT CEILING.
Sample 1
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Threshold; Deductible. The first amount to be borne by the participant in respect of each and every occurrence and which shall not be included in any aggregate deductible calculation.
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Related to Threshold; Deductible

  • Deductible An annual deductible of fifty dollars ($50) per person and one hundred fifty dollars ($150) per family applies to State Dental Plan non-preventive services received from in-network providers. An annual deductible of one hundred twenty-five dollars ($125) per person applies to State Dental Plan services received from out of network providers. The deductible must be satisfied before coverage begins.

  • Threshold Neither the Sellers nor the Purchasers shall be required to make any indemnification payment pursuant to Section 8.1 or 8.2, respectively, until such time as the total amount of all Damages that have been directly or indirectly suffered or incurred by an Indemnified Party, or to which an Indemnified Party has or otherwise becomes subject to, exceeds $50,000 in the aggregate. At such time as the total amount of such Damages exceeds $50,000 in the aggregate, the Indemnified Party shall be entitled to be indemnified against the full amount of such Damages (and not merely the portion of such Damages exceeding $50,000).

  • Deductibles The Department shall be exempt from, and in no way liable for, any sums of money representing a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of the Grantee providing such insurance.

  • Expense Limit Contractor shall not invoice the JBE, and the JBE has no obligation to reimburse Contractor, for expenses of any type that exceed in the aggregate the amount of: $[Dollar amount] for the Initial Term and $[Dollar amount] for the Option Term.

  • Applicable Expense Limit To the extent that the aggregate expenses of every character incurred by a Fund in any fiscal year, including but not limited to investment advisory fees of the Adviser (but excluding interest, distribution fees pursuant to Rule 12b-1 Plans, taxes, acquired fund fees and expenses, brokerage commissions, dividend expenses on short sales, and other expenditures which are capitalized in accordance with generally accepted accounting principles and other extraordinary expenses not incurred in the ordinary course of such Fund’s business) (“Fund Operating Expenses”), exceed the Maximum Annual Operating Expense Limit, as defined in Section 1.2 below, such excess amount (the “Excess Amount”) shall be the liability of the Adviser.

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