Common use of Limitation of Buyer’s Liability Clause in Contracts

Limitation of Buyer’s Liability. (i) Notwithstanding anything to the contrary contained in this Agreement, after the Closing, the aggregate liability of the Buyer for any Claim, individually or in the aggregate with all other Claims covered by this Agreement, for which indemnification is required by a Buyer pursuant to Section 8.4.4, shall be limited to the full amount of the adjusted Cash Consideration. Seller agrees to hold Buyer harmless for any Claims greater than such amount. (ii) The Seller is entitled to indemnification pursuant to this Agreement only to the extent that the amount of any Claim, individually or in the aggregate with all other Claims covered by this Agreement, exceeds Ten Thousand Dollars ($10,000) and is not a Seller's Retained Obligation.