Tipping Basket definition
Examples of Tipping Basket in a sentence
The Tipping Basket shall not apply to any other Indemnifiable Damages.
If the total amount of such Damages suffered or incurred by any one or more of the Indemnitees pursuant to Section 9.2(a)(i) or Section 9.2(a)(ii) exceeds the Tipping Basket, then the Indemnitees shall be entitled to be indemnified against and compensated and reimbursed for all of such Damages (subject to the limitations contained in this Section 9.3 and Section 9.1), including the amount of the Tipping Basket.
In no event shall Damages for a Specific Indemnities Matter count against the De Minimis Amount or the Tipping Basket.
In the event the Tipping Basket is exceeded, Purchaser is entitled to recovery for all Damages (excluding any De Minimis Claims) and not just the excess amount.
Except as provided in §8(e), the Company shall not be required to indemnify any Buyer Indemnitee from the Escrow until the claim(s) in an aggregate exceed One Hundred Thousand Dollars ($100,000.00) (the “Tipping Basket”), provided, however, that the Tipping Basket shall not apply to any breaches of representations and warranties set forth in §3 (b), (c), (d), (e), (f) and (g) or §4 (b), (c) and (d) or the covenants by the Company herein.