Limitation on Liabilities. Notwithstanding anything to the contrary contained in this Agreement, the indemnification provided in this Article IX will not, as to any Indemnified Person, apply to Losses to the extent that they are finally judicially determined to have resulted from (a) any material breach of this Agreement by such Indemnified Person; or (b) the willful misconduct or gross negligence of such Indemnified Person.
Appears in 4 contracts
Sources: Equity Commitment Agreement (Goldman Sachs Group Inc), Equity Commitment Agreement (Ubs Ag), Equity Commitment Agreement (Citadel Securities LLC)
Limitation on Liabilities. Notwithstanding anything to the contrary contained in this Agreement, the indemnification provided in this Article IX will not, as to any Indemnified Person, apply to Losses to the extent that they are finally judicially determined to have resulted from (a) any material breach of this Agreement by such Indemnified Person; Person or (b) the willful misconduct or gross negligence of such Indemnified Person.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Roust Trading Ltd.), Securities Purchase Agreement (Roust Trading Ltd.), Securities Purchase Agreement (Central European Distribution Corp)