Common use of Monetary Limitations Clause in Contracts

Monetary Limitations. (i) Seller Parties will have no obligation to indemnify the Buyer Indemnified Persons pursuant to Section 7.1(a)(i) of this Agreement (except with respect to the Seller Fundamental Representations and the representations and warranties set forth in Section 3.15 (Tax Matters)) unless the aggregate amount of all such Losses incurred or suffered by the Buyer Indemnified Persons exceeds the Deductible (at which point, Seller Parties shall, jointly and severally, indemnify and hold harmless the Buyer Indemnified Persons for all such Losses to the extent in excess of such Deductible). (ii) The aggregate Liability of Seller Parties in respect of claims for indemnification pursuant to Section 7.1(a)(i) of this Agreement (except with respect to the Seller Fundamental Representations and the representations and warranties set forth in Section 3.15 (Tax Matters)) is not to exceed the General Indemnification Cap. (iii) For the avoidance of doubt, the limitations set forth in Section 7.1(b)(i), Section 7.1(b)(ii) and Section 7.3 of this Agreement are not to apply to claims for indemnification pursuant to Sections 7.1(a)(ii), (iii), (iv), (v), (vi) or (vii) of this Agreement.

Monetary Limitations. (i) Seller Parties will have no obligation to indemnify the Buyer Indemnified Persons pursuant to Section 7.1(a)(i) 0 of this Agreement (except with respect to the Seller Fundamental Representations and the representations and warranties set forth in Section 3.15 0 (Tax Matters)) unless the aggregate amount of all such Losses incurred or suffered by the Buyer Indemnified Persons exceeds the Deductible (at which point, Seller Parties shall, jointly and severally, indemnify and hold harmless the Buyer Indemnified Persons for all such Losses to the extent in excess of such Deductible). (ii) The aggregate Liability of Seller Parties in respect of claims for indemnification pursuant to Section 7.1(a)(i) 0 of this Agreement (except with respect to the Seller Fundamental Representations and the representations and warranties set forth in Section 3.15 0 (Tax Matters)) is not to exceed the General Indemnification Cap. (iii) For the avoidance of doubt, the limitations set forth in Section 7.1(b)(i)0, Section 7.1(b)(ii) 0 and Section 7.3 0 of this Agreement are not to apply to claims for indemnification pursuant to Sections 7.1(a)(ii0(ii), (iii), (iv), (v), (vi) or (vii) of this Agreement.

Monetary Limitations. (i) Seller Parties The Stockholders will have no obligation to indemnify the Buyer Indemnified Persons pursuant to Section 7.1(a)(iSections 9.1(a)(ii) and 9.1(a)(iii) in respect of this Agreement (except with respect to Losses arising from the Seller Fundamental Representations and the representations and warranties set forth in Section 3.15 (Tax Matters)) breach of, or inaccuracy in, any representation, warranty or covenant described therein unless the aggregate amount of all such Losses incurred or suffered by the Buyer Indemnified Persons exceeds $1,000,000 (the Deductible “Indemnification Threshold”) (at which point, Seller Parties shall, jointly and severally, indemnify and hold harmless point the Buyer Indemnified Persons will be indemnified for all such Losses to from the extent in excess of such Deductiblefirst dollar). (ii) The aggregate Liability of Seller Parties in respect of claims for indemnification pursuant to Section 7.1(a)(i) of this Agreement (except with respect to the Seller Fundamental Representations and the representations and warranties set forth in Section 3.15 (Tax Matters)) is not to exceed the General Indemnification Cap. (iii) For the avoidance of doubt; provided, however, the limitations set forth in Section 7.1(b)(i), Section 7.1(b)(ii) and Section 7.3 of this Agreement are Indemnification Threshold does not to apply to claims for indemnification pursuant to Sections 7.1(a)(iiSection 9.1(a)(i), Section 9.1(a)(ii) (iiiin respect of breaches of, or inaccuracies in, representations and warranties set forth in Sections 3.1 (Organization and Authority), 3.2 (ivCapitalization and Ownership), 3.4 (vAuthorization of Transaction), 3.15 (viTaxes)), Sections 9.1(a)(iv), 9.1(a)(v) or (vii) 9.1(a)(vi), or claims pursuant to any Letter of Transmittal. The obligations of the Stockholders to indemnify the Buyer Indemnified Persons shall be subject to the additional limits set forth in this AgreementArticle IX, including in Section 9.7.