Common use of Threshold and Cap Clause in Contracts

Threshold and Cap. (a) In respect of TJC’s assertion of an Indemnification Claim under Section 13(a)(i), TJC shall not be entitled to indemnification until the aggregate amount for which indemnification is sought exceeds $5,000. If this threshold is reached, TJC may assert an Indemnification Claim for the full amount of the claim (going back to the first dollar) and may assert any subsequent Indemnification Claim under Section 13(a)(i) without regard to any threshold. The maximum aggregate amount for which TJC may assert Indemnification Claims under Section 13 shall be the Purchase Price. No threshold or cap shall apply, however, in the case of any Loss caused by, arising out of or relating to any fraud or intentional misrepresentation.

Appears in 6 contracts

Samples: Asset and Franchise Purchase Agreement (JOINT Corp), Asset and Franchise Purchase Agreement (JOINT Corp), Asset and Franchise Purchase Agreement (JOINT Corp)

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Threshold and Cap. (a) In respect of TJC’s assertion of an Indemnification Claim indemnification claim under Section 13(a)(i), TJC shall not be entitled to indemnification until the aggregate amount for which indemnification is sought exceeds $5,000. If this threshold is reached, TJC may assert an Indemnification Claim indemnification claim for the full amount of the claim (going back to the first dollar) and may assert any subsequent Indemnification Claim indemnification claim under Section 13(a)(i) without regard to any threshold. The maximum aggregate amount for which TJC may assert Indemnification Claims indemnification claims under Section 13 shall be the Purchase Price. No threshold or cap shall apply, however, in the case of any Loss caused by, arising out of or relating to any fraud or intentional misrepresentation.

Appears in 3 contracts

Samples: Asset and Franchise Purchase Agreement (JOINT Corp), Asset and Franchise Purchase Agreement (JOINT Corp), Asset and Franchise Purchase Agreement (JOINT Corp)

Threshold and Cap. (a) In respect of TJC’s assertion of an Indemnification Claim under Section 13(a)(i), TJC shall not be entitled to indemnification until the aggregate amount for which indemnification is sought exceeds $5,00010,000.00. If this threshold is reached, TJC may assert an Indemnification Claim for the full amount of the claim (going back to the first dollar) and may assert any subsequent Indemnification Claim under Section 13(a)(i) without regard to any threshold. The maximum aggregate amount for which TJC may assert Indemnification Claims under Section 13 shall be the Purchase Price. No threshold or cap shall apply, however, in the case of any Loss caused by, arising out of or relating to any fraud or intentional misrepresentation.

Appears in 2 contracts

Samples: Asset and Franchise Agreement Purchase Agreement (JOINT Corp), Asset and Franchise Agreement Purchase Agreement (JOINT Corp)

Threshold and Cap. (a) In With respect of to TJC’s assertion of an Indemnification Claim under Section 13(a)(i), TJC shall not be entitled to indemnification until the aggregate amount for which indemnification is sought exceeds $5,000. If this threshold is reached, TJC may assert an Indemnification Claim for the full amount of the claim (going back to the first dollar) and may assert any subsequent Indemnification Claim under Section 13(a)(i) without regard to any threshold. The maximum aggregate amount for which TJC may assert Indemnification Claims under Section 13 shall be the Purchase Price. No threshold or cap shall apply, however, in the case of any Loss caused by, arising out of or relating to any fraud or intentional misrepresentation.

Appears in 1 contract

Samples: Asset and Franchise Purchase Agreement (JOINT Corp)

Threshold and Cap. (a) In respect of TJC’s assertion of an Indemnification Claim under Section 13(a)(i), TJC shall not be entitled to indemnification until the aggregate amount for which indemnification is sought exceeds $5,0005,000.00. If this threshold is reached, TJC may assert an Indemnification Claim for the full amount of the claim (going back to the first dollar) and may assert any subsequent Indemnification Claim under Section 13(a)(i) without regard to any threshold. The maximum aggregate amount for which TJC may assert Indemnification Claims under Section 13 shall be the Purchase Price. No threshold or cap shall apply, however, in the case of any Loss caused by, arising out of or relating to any fraud or intentional misrepresentation.

Appears in 1 contract

Samples: Asset and Franchise Agreement Purchase Agreement (JOINT Corp)

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Threshold and Cap. (a) In respect of TJC’s assertion of an Indemnification Claim indemnification claim under Section 13(a)(i), TJC shall not be entitled to indemnification until the aggregate amount for which indemnification is sought exceeds $5,000. 5,000 If this threshold is reached, TJC may assert an Indemnification Claim indemnification claim for the full amount of the claim (going back to the first dollar) and may assert any subsequent Indemnification Claim indemnification claim under Section 13(a)(i) without regard to any threshold. The maximum aggregate amount for which TJC may assert Indemnification Claims indemnification claims under Section 13 shall be the Purchase Price. No threshold or cap shall apply, however, in the case of any Loss caused by, arising out of or relating to any fraud or intentional misrepresentation.

Appears in 1 contract

Samples: Asset and Franchise Purchase Agreement (JOINT Corp)

Threshold and Cap. (a) In respect of TJC’s assertion of an Indemnification Claim indemnification claim under Section 13(a)(i), TJC shall not be entitled to indemnification until the aggregate amount for which indemnification is sought exceeds $5,0005,000 (the “Threshold”). If this threshold Threshold is reached, TJC may assert an Indemnification Claim indemnification claim for the full amount of the claim (going back to the first dollar) and may assert any subsequent Indemnification Claim indemnification claim under Section 13(a)(i) without regard to any thresholdThreshold. The maximum aggregate amount for which TJC may assert Indemnification Claims indemnification claims under Section 13 shall be the Purchase PricePrice (the “Cap”). No threshold Threshold or cap Cap shall apply, however, in the case of any Loss caused by, arising out of or relating to any fraud or intentional misrepresentation.

Appears in 1 contract

Samples: Asset and Franchise Purchase Agreement (JOINT Corp)

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