Minimum Claim Amount definition
Examples of Minimum Claim Amount in a sentence
Notwithstanding the foregoing, neither the Transferor Basket nor the Minimum Claim Amount shall be applicable to any breach of a Fundamental Representation or a claim for fraud or intentional misrepresentation.
Promptly following the final determination of the amount of any Damages claimed by the Indemnified Party, the Indemnifying Party, subject to the limitations of the Minimum Claim Amount, Threshold Amount and the Cap Amount, shall pay such Damages to the Indemnified Party by wire transfer or check made payable to the order of the Indemnified Party.
Damages relating to any single breach or series of related breaches of ETP’s representations and warranties shall not constitute Damages, and therefore shall not be applied towards the Threshold Amount or be indemnifiable hereunder, unless such Damages relating to any single breach or series of related breaches exceeds the Minimum Claim Amount.
For purposes of illustration and not limitation, in determining whether the Minimum Claim Amount has been met, an individual Loss occurring or arising out of a fact pattern shall be aggregated with all other individual Losses arising out of identical or substantially similar fact patterns.
The Purchaser will be obligated only to indemnify and hold harmless Seller Indemnitees under Sections 13.5(a) (except for those based upon, arising out of or otherwise in respect of Section 5.1 or 5.2) (a) for Losses in excess of the Minimum Claim Amount and (b) up to an aggregate amount equal to the Maximum Amount.