Limitations on Cap Sample Clauses

Limitations on Cap. The limitations set forth in Section 10.2(d) shall not apply: (A) in the case of Fraud; (B) breaches of or inaccuracies in any of the Specified Representations; (C) to the matters referred to in Section 10.2(a)(iii) to the extent made knowingly by either the Company or any of the Selling Stockholders; or (D) to the matters referred to in Section 10.2(a)(vi) to the extent the claim in such section arises from a claim made by a Selling Stockholder, Section 10.2(a)(vii) to the extent the claim is made by a Selling Stockholder, Section 10.2(a)(viii) to the extent the claim is made by a Selling Stockholder or Section 10.2(a)(ix). The total amount of indemnification payments that each Selling Stockholder can be required to make to the Indemnitees pursuant to Section 10.2(a) shall be limited to the funds paid by Purchaser to such Selling Stockholder pursuant to this Agreement.
Sample 1
AutoNDA by SimpleDocs

Related to Limitations on Cap

  • Limitations on Debt Create, incur, assume or suffer to exist any Debt except:

  • Limitations on Damages Neither Party shall be liable for any consequential, special or indirect losses or damages suffered by the other Party, whether or not the likelihood of such losses or damages was known by the Party.

  • Limitations on Amount Buyer will have liability (for indemnification or otherwise) with respect to claims under Section 11 only for an amount equal to the amount of the Purchase Price paid by Buyer as of the date that the claim for indemnification is made.

  • Limitations on Amounts A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the aggregate LC Exposure of the Issuing Bank (determined for these purposes without giving effect to the participations therein of the Lenders pursuant to paragraph (e) of this Section) shall not exceed $25,000,000, (ii) the total Multicurrency Credit Exposures shall not exceed the aggregate Multicurrency Commitment and (iii) the total Covered Debt Amount shall not exceed the Borrowing Base then in effect.

  • Limitations on Claims In addition to the limitations on indemnification set forth in Section 9(a) above, the Employer shall not be obligated pursuant to this Agreement:

  • Limitations on Use Each Party shall use, and cause each of its Affiliates, its licensees and its sublicensees to use, any Confidential Information obtained by such Party from the other Party, its Affiliates, its licensees or its sublicensees, pursuant to this Agreement or otherwise, solely in connection with the activities or transactions contemplated hereby.

  • Limitations on Duties and Exculpation and Indemnification, of Securities Intermediary.

  • LIMITATIONS ON ALLOCATIONS If the Employer maintains or has ever maintained another qualified plan (other than the Sponsor's paired defined contribution plan numbers 01003, 01004, 01006, or the Sponsor's paired defined benefit plan number 02001), in which any Participant in this Plan is (or was) a Participant or could possibly become a Participant, the following provision(s) must apply. The Employer must also complete this Section if it maintains a welfare benefit fund, as defined in Section 419(e) of the Code, or an individual medical account, as defined in Section 415(l)(2) of the Code, under which amounts are treated as Annual Additions with respect to any Participant in the Plan.

  • Limitations on Asset Sales (a) The Issuer will not, and will not permit any Restricted Subsidiary to, directly or indirectly, consummate any Asset Sale unless:

  • Limitations on Powers Notwithstanding any other provision of this Agreement and any provision of law, the Company shall not engage in any business or activity other than as set forth in this Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.