Examples of Purchaser Deductible in a sentence
For the purposes of indemnification provided for in clause (a) of this Section 8.3, only those single claims for indemnification in excess of $100,000 (but the entire amounts of such claims, and not just the portions in excess of $100,000) shall be counted toward the Purchaser Deductible.
In the event that the Purchaser Deductible Amount has been equaled or exceeded, including for purposes of calculating the Purchaser Deductible Amount, the Seller shall only be entitled to assert individual claims in the amount of One Thousand Dollars ($1,000) or more, it being intended that individual claims in an amount less than One Thousand Dollars ($1,000) shall be disregarded for such purposes.
Notwithstanding the foregoing, the Purchaser Basket, the Purchaser Deductible and the Purchaser Cap shall not apply to any Purchaser Losses arising out of or related to fraud, willful misconduct or a breach of the Surviving Representations, and the Seller and the Shareholder Parties (as applicable) shall be liable for all Purchaser Losses with respect thereto.
Seller shall be obligated to pay any amounts for indemnification based upon, arising out of or resulting from any of Purchaser Deductible Exclusions, without regard to the individual or aggregate amounts thereof and without regard to whether all other indemnification payments shall have exceeded, in the aggregate, the Deductible.
For the avoidance of doubt, the indemnity described in this Section 8.4(i) shall not be subject to the Purchaser Per Claim Threshold or the Purchaser Deductible or the Cap (each as defined in Section 11.3(a)).
Notwithstanding the foregoing, no claim for indemnification pursuant to this Section 9.02(a) as a result of or arising out of any breach or inaccuracy of a Specified Representation (or, for the avoidance of doubt, under Section 11.03) shall be subject to the Purchaser Deductible or the Purchaser Mini-Basket.
Notwithstanding the foregoing, the Purchaser Basket, the Purchaser Deductible and the Purchaser Cap shall not apply to any Purchaser Losses arising out of or related to fraud, willful misconduct or a breach of the Surviving Representations, and the Seller and the Partner Parties (as applicable) shall be liable for all Purchaser Losses with respect thereto.