Common use of Claim Threshold Clause in Contracts

Claim Threshold. No individual claim or series of related claims for indemnification under this Agreement (a “Claim”), or Claims arising out of substantially the same facts, may be made by an Indemnitee unless and until the Losses suffered by the Indemnitee in connection with such Claim(s) exceed $10,000 (the “Claim Threshold”). Damages with respect to a Claim may not be applied toward satisfaction of the Deductible unless the aggregate amount of the Losses with respect to such Claims exceeds the Claim Threshold. Notwithstanding the foregoing, the Claim Threshold shall not apply to, and the Indemnitee may seek recovery directly from any Indemnitor for, breaches of such Indemnitor’s Fundamental Representations, Indemnified Taxes, claims for Specified Matters, or claims for Fraud in connection with this Agreement or the Transactions.

Claim Threshold. No individual claim or series of related claims for indemnification under this Agreement (a “Claim”)Agreement, or Claims arising out of substantially the same factsfacts (a “Claim”), may be made by an Indemnitee unless and until the Losses suffered by the Indemnitee in connection with such Claim(s) exceed $10,000 5,000 (the “Claim Threshold”). Damages Losses with respect to a Claim may not reduce or be applied toward satisfaction of the Deductible (as defined below) unless the aggregate amount of the Losses with respect to such Claims exceeds the Claim Threshold. Notwithstanding the foregoing, the Claim Threshold shall not apply to, and the Indemnitee may seek recovery directly from any Indemnitor for, breaches of such Indemnitor’s Fundamental Representations, Indemnified Taxes, claims for Specified Matters, or claims for Fraud in connection with this Agreement or the Transactionstransactions contemplated hereby.