Common use of Threshold; Ceiling Clause in Contracts

Threshold; Ceiling. The Designated Shareholders shall not be required to make any indemnification payment pursuant to Section 9.2(a) for any inaccuracy in or breach of any of their representations and warranties set forth in Section 2 until such time as the total amount of all Damages (including the Damages arising from such inaccuracy or breach and all other Damages arising from any other inaccuracies in or breaches of any representations or warranties) that have been directly or indirectly suffered or incurred by any one or more of the Indemnitees, or to which any one or more of the Indemnitees has or have otherwise become subject, exceeds $25,000 in the aggregate. (If the total amount of such Damages exceeds $25,000, then the Indemnitees shall be entitled to be indemnified against and compensated and reimbursed for the aggregate amount of Damages, including the initial $25,000.)

Threshold; Ceiling. (a) The Designated Shareholders shall not be required to make any indemnification payment pursuant to Section 9.2(a) 9.2 for any inaccuracy in or breach of any of their representations and warranties set forth in Section 2 until such time as the total amount of all Damages (including the Damages arising from such inaccuracy or breach and all other Damages arising from any other inaccuracies in or breaches of any representations or warranties) that have been directly or indirectly suffered or incurred by any one or more of the Indemnitees, or to which any one or more of the Indemnitees has or have otherwise become subject, exceeds $25,000 50,000 in the aggregate. (If the total amount of such Damages exceeds $25,00050,000, then the Indemnitees shall be entitled to be indemnified against and compensated and reimbursed for the aggregate full amount of Damages, including the initial such Damages that exceed $25,00050,000.)

Threshold; Ceiling. (a) The Designated Shareholders Stockholders shall not be required to make any indemnification payment pursuant to Section 9.2(a7.2(a) for any inaccuracy in or breach of any of their representations and warranties set forth in Section 2 until such time as the total amount of all Damages (including the Damages arising from such inaccuracy or breach and all other Damages arising from any other inaccuracies in or breaches of any representations or warranties) that have been directly or indirectly suffered or incurred by any one or more of the Indemnitees, or to which any one or more of the Indemnitees has or have otherwise become subject, exceeds $25,000 300,000 in the aggregate. (If the total amount of such Damages exceeds $25,000300,000, then the Indemnitees shall be entitled to be indemnified against and compensated and reimbursed only for the aggregate amount portion of Damages, including the initial such Damages exceeding $25,000300,000.)

Threshold; Ceiling. The Designated Shareholders shall not be required to make any indemnification payment pursuant to Section 9.2(a) for any inaccuracy in or breach of any of their representations and warranties set forth in Section 2 until such time as the total amount of all Damages (including the Damages arising from such inaccuracy or breach and all other Damages arising from any other inaccuracies in or breaches of any representations or warranties) that have been directly or indirectly suffered or incurred by any one or more of the Indemnitees, or to which any one or more of the Indemnitees has or have otherwise become subject, exceeds $25,000 150,000 in the aggregate. (If the total amount of such Damages exceeds $25,000, 150,000 then the Indemnitees shall be entitled to be indemnified against and compensated and reimbursed for the aggregate amount of all Damages, including the initial $25,000.)

Threshold; Ceiling. (a) The Designated Selling Shareholders shall not be required to make any indemnification payment pursuant to Section 9.2(a10.2(a) for any inaccuracy in or breach of any of their the representations and warranties set forth in Section 2 until such time as the total amount of all Damages (including the Damages arising from such inaccuracy or breach and all other Damages arising from any other inaccuracies in or breaches of any representations or warranties) that have been directly or indirectly suffered or incurred by any one or more of the Indemnitees, or to which any one or more of the Indemnitees has or have otherwise become subject, exceeds $25,000 500,000 in the aggregate. (If the total amount of such Damages exceeds $25,000, 500,000 then the Indemnitees shall be entitled to be indemnified against and compensated and reimbursed for the aggregate full amount of Damages, including such damages (and not merely the initial portion of such Damages exceeding $25,000500,000).)

Threshold; Ceiling. (a) The Designated Shareholders shall not be required to make any indemnification payment pursuant to Section 9.2(a) for any inaccuracy in or breach of any of their representations and warranties set forth in Section 2 9.2 Breach until such time as the total amount of all Damages (including the Damages arising from such inaccuracy or breach and all other Damages arising from any other inaccuracies in or breaches of any representations or warranties) that have been directly or indirectly suffered or incurred by any one or more of the Indemnitees, or to which any one or more of the Indemnitees has or have otherwise become subject, exceeds $25,000 250,000 in the aggregate. (If the total amount of such Damages exceeds $25,000250,000, then the Indemnitees shall be entitled to be indemnified against and compensated and reimbursed for the aggregate full amount of Damagessuch Damages and not merely the portion of such Damages exceeding $250,000. Notwithstanding the foregoing, including the initial Shareholder shall be required to make the full amount of any indemnification payments required for Damages that arise from any individual Section 9.2 Breach where the Damages from any such individual section 9.2 Breach are in excess of $25,00075,000.)

Threshold; Ceiling. (a) The Designated Shareholders and Optionholders shall not be required to make any indemnification payment pursuant to Section 9.2(a) for any inaccuracy in or breach of any of their representations and warranties set forth in Section 2 until such time as the total amount of all Damages (including the Damages arising from such inaccuracy or breach and all other Damages arising from any other inaccuracies in or breaches of any representations or warranties) that have been directly or indirectly suffered or incurred by any one or more of the Indemnitees, or to which any one or more of the Indemnitees has or have otherwise become subject, exceeds $25,000 75,000 in the aggregate. (If the total amount of such Damages exceeds $25,00075,000, then the Indemnitees shall be entitled to be indemnified against and compensated and reimbursed for the aggregate full amount of Damages, including such damages (and not merely the initial portion of such damages exceeding $25,00075,000).)