Examples of Indemnification Threshold in a sentence
Once the Indemnification Threshold has been exceeded for all Losses incurred or paid (without counting any Losses resulting from breaches of or inaccuracies in Fundamental Company Representations), the Indemnified Persons will be entitled to recover for all such Losses exceeding the Indemnification Threshold, subject to this Article 7.
Nor shall such Indemnification Threshold or Maximum Amount apply to any Liability relating to any Excluded Asset or Excluded Liability.
Nor shall such Indemnification Threshold or Maximum Amount apply to any Liability relating to any Purchased Asset, Assumed Liability, or any other Liability associated or arising out of or in connection with the ownership of such Purchased Assets or Assumed Liabilities or the operation of the Business (other than Excluded Assets and Excluded Liabilities).
Notwithstanding the foregoing sentence, the Indemnified Persons will be entitled to recover for, and the Indemnification Threshold will not apply to, any Losses with respect to any breach of or 67 inaccuracy in any representation or warranty made in Section 2.2 (Capitalization), Section 2.3(a) (Authority) or Section 2.9 (Taxes) (the “Fundamental Company Representations”).
In the event that the aggregate amount of Damages recoverable from an Indemnifying Party exceeds the Indemnification Threshold, such party shall be responsible for all such Damages, but only to the extent they exceed the Indemnification Threshold, and subject to the Indemnification Cap (as defined below).