Minimum Claim Amount Sample Clauses

Minimum Claim Amount. BUYER Buyer will have no liability (for indemnification or otherwise) with respect to the matters described in Section 10 until the total of all Damages with respect to such matters exceeds $50,000; provided, however, that should there be Damages in excess of $50,000 then Seller shall also be indemnified for the initial $50,000 of Damages. For the removal of doubt, this Section 10.5 shall not apply to indemnification under Section 2.11.
Sample 1
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Minimum Claim Amount. No Claim may be made for indemnification of any Losses (other than Losses arising out of a breach of, or misrepresentation contained in, the representation and warranty in each of Sections 2.3, 2.8, 3.4, 3.28 and 3.33 and Losses and arising out of the matters covered by each of Section 10.2(b)(iv), with respect to which this Section 10.4(c) shall not apply) by any Seller unless such Claim for Losses individually exceeds Fifty Thousand Dollars ($50,000); provided, however, that in the case of any Claim for Losses attributable to Taxes, the amount of such Claim shall be determined by reference to the aggregate Losses attributable to any particular Return and not to any particular item of such Return.
Sample 1
Minimum Claim Amount. With the exception of (i) claims arising under Section 11.7.1.1, (ii) claims for fines or penalties imposed by Governmental Authorities, (iii) claims for Liens that are not Permitted Encumbrances, (iv) claims under Section 11.1(b)(ii), and (v) fifty percent (50%) of any claim for indemnification with respect to a breach of the representations and warranties set forth in Sections 7.24(a), (b) and (c) with respect to the Pepco Pipeline, for which there shall be no minimum claim, Purchaser shall not be entitled to assert any claim for indemnification hereunder until the aggregate of all claims for indemnification under this Agreement, the PPI Agreement and the Asset Purchase Agreement collectively exceeds Seven Hundred and Fifty Thousand Dollars ($750,000) and then only for amounts in excess of such Seven Hundred and Fifty Thousand Dollars ($750,000). Purchaser shall follow the notice procedures set forth in Section 11.6 of the Asset Purchase Agreement for making claims for indemnification hereunder.
Sample 1
Minimum Claim Amount. The Phibro Parties shall not be required to indemnify any Buyer Indemnified Party under this Agreement except to the extent that (A) the aggregate amount of Damages with respect to any claim or series of related claims for which the Buyer Indemnified Parties is otherwise entitled to indemnification pursuant to this Agreement exceeds the following: (1) with respect to any claim for indemnification made under Section 1(a)(i) or (iv)(2) ("Special Environmental Claims"), $50,000 (excluding legal fees and the Buyer's costs for investigation as described in Section 2(c) of this Agreement); and (2) with respect to any claim for indemnification made under Section 1(a)(iii), $12,500 (excluding legal fees and the Buyer's costs for investigation as described in Section 2(c) of this Agreement) (each a "Minimum Claim Amount") (it being understood and agreed, with respect to each of clause (1) and (2), that the Phibro Parties shall not be liable for any Damages with respect to any claim or series of related claims in the event that such Damages are less than the applicable Minimum Claim Amount, and if such aggregate amount exceeds the applicable Minimum Claim Amount, then the Buyer Indemnified Parties shall be entitled to indemnification for the full amount of such Damages, subject to the deductible and limitations on maximum amount of recovery set forth in this Section 1(c)), and (B) with respect to claims made under Section 1(a)(iii), the aggregate amount of Damages for which the Buyer Indemnified Parties are otherwise entitled to indemnification pursuant to this Agreement and pursuant to Section 12 of the Purchase Agreement exceeds $210,000 (the "Deductible Amount") (it being understood and agreed, with respect to claims made under Section 1(a)(iii), that (1) any claim or series of related claims for Damages less than the applicable Minimum Claim Amount shall be disregarded for purposes of calculating the Deductible Amount and (2) the Deductible Amount is intended as a deductible, and the Phibro Parties shall not be liable for any Damages less than the Deductible Amount for which the Buyer Indemnified Parties are otherwise entitled to indemnification), whereupon the Buyer Indemnified Parties shall be entitled to be paid the excess of the aggregate amount of all such Damages over $210,000, subject to the limitations on maximum amount of recovery set forth elsewhere in this Section 1(c); provided, however, that Damages arising out of any claim for indemnification made ...
Sample 1
Minimum Claim Amount. With the exception of (i) claims arising under Section 11.7.1.1, (ii) claims for fines or penalties imposed by Governmental Authorities, (iii) claims for Liens that are not Permitted Encumbrances, (iv) claims related to breaches of the agreements of the Company in Section 9.4, (v) claims for a breach by the Company of the covenant contained in Section 3.11, (vi) claims under Section 11.1(iv), and (vii) claims under Section 11.1(v), for which there shall be no minimum claim, Purchaser shall not be entitled to assert any claim for indemnification hereunder until the aggregate of all claims for indemnification under this Agreement, the PPI Agreement and the Cockpit Agreement collectively exceeds Seven Hundred and Fifty Thousand Dollars ($750,000) and then only for amounts in excess of such Seven Hundred and Fifty Thousand Dollars ($750,000). In each case in which Purchaser determines that it has a claim for indemnification, while the aggregate of all claims under this Agreement, the PPI Agreement and the Cockpit Agreement collectively is less than Seven Hundred and Fifty Thousand Dollars ($750,000), it shall promptly notify SPC of all such claims in an amount over $1,000.00, which notice shall describe the claim with particularity and state the amount of such claim. If SPC does not challenge the validity of the claim within thirty (30) days of receiving notice thereof, it shall be deemed to have been
Sample 1
Minimum Claim Amount. No Claim may be made for indemnification of any Losses by any Indemnified Party unless such Claim for Losses individually exceeds Twenty Thousand Dollars ($20,000); PROVIDED, HOWEVER, that in the case of any Claim for Losses attributable to (i) Taxes, the amount of such Claim shall be determined by reference to the aggregate Losses attributable to any particular Return and not to any particular item of such Return, or (ii) any breach or inaccuracy contained in any representation or warranty made by the Sellers and set forth in Sections 2.33, 2.32 or 2.34 entitled "Payment Programs" and "Fraud and Abuse" (a "PAYMENT PROGRAM/FRAUD AND ABUSE CLAIM"), the amount of such Claim shall be determined by reference to the aggregate losses attributable to any number of such recoupments, referrals, set-offs, fines, penalties or other monetary sanctions; and provided, further, that the foregoing minimum claim amount shall not apply to any Claim for the Excess Settlement Amount.
Sample 1
Minimum Claim Amount. The term "Minimum Claim Amount" shall mean $5,000.00.
Sample 1
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Related to Minimum Claim Amount

  • Minimum Claims 10.2.1 The Seller shall not be liable under this Agreement for breach of any Seller’s Warranty in respect of any individual claim (or a series of claims arising from similar or identical facts or circumstances) where the liability agreed or determined (disregarding the provisions of this Clause 10.2) in respect of any such claim or series of claims does not exceed 0.1 per cent of the Headline Amount.

  • Minimum Cash A. Minimum daily balance of cash and Permitted Cash Equivalent Investments of Borrower and its Subsidiaries during the most recently ended fiscal quarter of Borrower: $

  • Minimum Amount No prepayment shall be required pursuant to Section 5.2(a)(i) (i) in the case of any Disposition yielding Net Cash Proceeds of less than $1,000,000 in the aggregate and (ii) unless and until the amount at any time of Net Cash Proceeds from Prepayment Events required to be applied at or prior to such time pursuant to such Section and not yet applied at or prior to such time to prepay Term Loans pursuant to such Section exceeds (x) $10,000,000 for a single Prepayment Event or (y) $50,000,000 in the aggregate for all Prepayment Events (other than those which are either under the threshold specified in subclause (i) or over the threshold specified in subclause (ii)(x)) in any one fiscal year, at which time all such Net Cash Proceeds referred to in this subclause (y) with respect to such fiscal year shall be applied as a prepayment in accordance with this Section 5.2.

  • Minimum Cash Balance Licensee shall fund the Facility Checking Account --------------------- with an initial amount equal to $25,000.00 and thereafter Licensee shall provide the working capital required by Section I(H) of this Agreement

  • Minimum Interest Coverage The Borrower will not permit the ratio of EBITDA to Consolidated Interest Expense as at any fiscal quarter end for the four fiscal quarters then ending to be less than 3.00 to 1.0.

  • Minimum Amounts (A) in the case of an assignment of the entire remaining amount of the assigning Lender’s Commitment and the Loans at the time owing to it or in the case of an assignment to a Lender, an Affiliate of a Lender or an Approved Fund, no minimum amount need be assigned; and

  • Minimum Allocation If the Employer has adopted Sponsor's paired defined contribution plan number 01001, 01004 or 01005 in addition to this Plan, then the minimum allocation required by Section 13.3 will be provided ( ) under this Plan; ( ) under such other paired defined contribution plan. If the Employer has adopted Sponsor's paired defined benefit plan number 02001, then Participants in this Plan (or another paired defined contribution plan) who are covered under the paired defined benefit plan shall receive the minimum top heavy benefit under the paired defined benefit plan and shall receive no minimum allocation. If a Participant in this Plan who is a Non-Key Employee is covered under another qualified plan maintained by the Employer, other than a paired plan of the Sponsor, the minimum top heavy allocation or benefit required under section 416 of the Code shall be provided to such Non-Key Employee under:

  • Maximum Amount In consideration of the services to be performed by Contractor, the State agrees to pay Contractor, in accordance with the payment provisions specified in Attachment B, a sum not to exceed $250,000.00.

  • Minimum Commitment If for a certain Service a minimum commitment has been determined in the Agreement, the Customer guarantees to respect the minimum commitment described in the Agreement during the entire period of the Agreement. If the Customer does not respect this minimum commitment, the Customer shall pay the compensation mentioned in the Agreement. If no compensation has been mentioned in the Agreement, the Customer has to pay the applicable Charges for the respective Service, or the average of the applicable Charges if different Charges are applied for the respective Service, per missing number of its minimum commitment. Services that are timely cancelled by the Customer or Services for which the Customer has paid a cancellation fee , do not, even not partly, release the Customer from its obligation to respect the minimum commitment . Services cancelled as due to Force Majeure and Services cancelled by Lineas for other reasons than Force Majeure, will be considered as a Services ordered and paid for by the Customer. Services cancelled by the Customer or by Lineas because of holidays do not, even not partly, release the Customer from its obligation to respect its minimum commitment.

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