Common use of Limitations on Indemnification by Buyer Clause in Contracts

Limitations on Indemnification by Buyer. Subject to the provisions of Section 8.9: (a) no indemnification shall be payable to a Seller Indemnified Person as a result of any Losses arising under Section 8.3(a)(i) until the aggregate amount of all Losses incurred by all Buyer Indemnified Persons exceeds $47,500, whereupon Seller Indemnified Persons shall be entitled to receive the full amount of all Losses (from the first dollar); provided, however, that the foregoing shall not apply to any Losses resulting from or arising out of any breach or inaccuracy of any Fundamental Representation of the Buyer or any claims based upon Fraud; (b) the maximum aggregate liability of Buyer for all Losses arising under Section 8.3(a)(i) shall not exceed the Cap; provided, however, that the foregoing shall not apply to any Losses resulting from or arising out of any breach or inaccuracy of any Fundamental Representation of Buyer or any claims based upon Fraud.

Limitations on Indemnification by Buyer. Subject to the provisions of Section 8.9: : (a) no indemnification shall be payable to a Seller Indemnified Person as a result of any Losses arising under Section 8.3(a)(i) until the aggregate amount of all Losses incurred by all Buyer Indemnified Persons exceeds $47,500, whereupon Seller Indemnified Persons shall be entitled to receive the full amount of all Losses (from the first dollar); provided, however, that the foregoing shall not apply to any Losses resulting from or arising out of any breach or inaccuracy of any Fundamental Representation of the Buyer or any claims based upon Fraud; ; (b) the maximum aggregate liability of Buyer for all Losses arising under Section 8.3(a)(i) shall not exceed the Cap; provided, however, that the foregoing shall not apply to any Losses resulting from or arising out of any breach or inaccuracy of any Fundamental Representation of Buyer or any claims based upon Fraud.

Limitations on Indemnification by Buyer. Subject to the provisions of Section 8.99.8: (a) no indemnification shall be payable to a Seller Indemnified Person as a result of any Losses arising under Section 8.3(a)(i7.3(a)(i) until the aggregate amount of all Losses incurred by all Buyer Seller Indemnified Persons exceeds $47,500the Deductible, whereupon Seller Indemnified Persons shall be entitled to receive the full amount of all Losses (from in excess of the first dollar)Deductible; provided, however, that the foregoing shall not apply to any Losses resulting from or arising out of any breach or inaccuracy of any Fundamental Representation of the Buyer or any claims based upon Fraud;Representation; and (b) the maximum aggregate liability of Buyer for all Losses arising under Section 8.3(a)(i7.3(a)(i) shall not exceed the Cap; provided, however, that the foregoing shall not apply to any Losses resulting from or (other than claims arising out of any breach or inaccuracy of any Fundamental Representation of Buyer or any claims based upon FraudRepresentation) shall not exceed Seven Million Five Hundred Thousand Dollars ($7,500,000).