Common use of Limitation of Liability for Certain Misrepresentations or Breaches Clause in Contracts

Limitation of Liability for Certain Misrepresentations or Breaches. (i) HLI shall not be liable under this Agreement for any misrepresentation or breach of warranty, or breach of any covenant to be performed at or prior to Closing, except to the extent that the aggregate amount of Losses for which it would otherwise (but for this provision) be liable exceeds in the aggregate the sum of $10,000 and then in such case to the full extent of such Losses; provided, however, that in no event shall HLI be liable for any such misrepresentation or such breach in excess of the sum of One Million Dollars ($1,000,000). LSAI and LSI hereby acknowledge that, following the Closing Date, HLI anticipates selling all or a portion of its remaining assets and adopting a plan of liquidation and dissolution and the filing articles of dissolution in accordance with the Texas Business Corporation Act and distributing the assets of HLI to the shareholders of HLI, after payment or provision for payment of its debts. HLI hereby acknowledges that the obligations of HLI under the provisions of this Article XII and the other provisions of this Agreement shall survive the Closing and that adequate provision must be made for payment of said obligations prior to the filing of said articles of dissolution in accordance with the Texas Business Corporation Act. (ii) LSAI and LSI, jointly and not severally, shall not be liable under this Agreement for any misrepresentation or breach of warranty, or breach of any covenant to be performed at or prior to Closing, except to the extent that the aggregate amount of Losses for which it would otherwise (but for this provision) be liable exceeds in the aggregate the sum of $10,000 and then in such case to the full extent of such Losses; provided, however, that in no event shall LSAI and LSI be liable for any such misrepresentation or breach for an aggregate amount in excess of One Million Dollars ($1,000,000).