Common use of Damage Threshold Clause in Contracts

Damage Threshold. Notwithstanding the foregoing, Acquiror may not receive any shares from the Escrow Fund unless and until an Officer's Certificate or Certificates (as defined in Section 8.5 below) identifying Damages the aggregate amount of which exceeds $150,000 has been delivered to the Escrow Agent as provided in Section 8.5 below and such amount is determined pursuant to this Article VIII to be payable, in which case Acquiror shall receive shares equal in value to the full amount of Damages. In determining the amount of any Damage attributable to a breach, any materiality standard contained in a representation, warranty or covenant of Acquiror shall be disregarded.

Damage Threshold. Notwithstanding the foregoing, Acquiror may not receive any shares from the Escrow Fund unless and until an Officer's Certificate or Certificates (as defined in Section 8.5 8.6 below) identifying Damages the aggregate amount of which exceeds $150,000 1,000,000 has been delivered to the Escrow Agent as provided in Section 8.5 below and such amount is determined pursuant to this Article VIII to be payable, in which case Acquiror shall receive shares equal in value to the full amount of DamagesDamages in excess of $1,000,000. In determining the amount of any Damage attributable to a breach, any materiality standard or knowledge qualifier contained in a representation, warranty or covenant of Acquiror Target shall be disregarded.

Damage Threshold. Notwithstanding the foregoing, Acquiror may not receive any shares payment from the Escrow Fund unless and until an Officer's Certificate or Certificates (as defined in Section 8.5 8.6 below) identifying Damages the aggregate amount of which exceeds $150,000 250,000 has been delivered to the Escrow Agent and the Stockholders' Agent as provided in Section 8.5 8.6 below and such amount is determined pursuant to this Article VIII to be payable, in which case Acquiror shall receive shares payment equal in value to the full amount of Damages. In determining the amount of any Damage attributable to a breach, any materiality standard contained in a representation, warranty or covenant of Acquiror shall be disregarded.

Damage Threshold. Notwithstanding the foregoing, Acquiror may not receive any shares from the Escrow Fund unless and until an Officer's Certificate or Certificates (as defined in Section 8.5 8.6 below) identifying Damages the aggregate amount of which exceeds $150,000 250,000 (the "Escrow Basket") has been delivered to the Escrow Agent as provided in Section 8.5 8.6 below and such amount is determined pursuant to this Article VIII to be payable, in which case Acquiror shall receive shares equal in value to the full amount of Damages. In determining the amount of any Damage attributable to a breach, any materiality standard contained in a representation, warranty or covenant of Acquiror shall be disregarded.