The aggregate Sellers’ Liability for the Purchasers Sample Clauses

The aggregate Sellers’ Liability for the Purchasers. Claims and any other claims under this Agreement (except as specifically set forth otherwise herein) shall be limited to a total amount of EUR 125,000,000 (in words: one hundred and twenty-five million Euros) (the Liability Cap whereby HPW’s liability for Purchasers’ Claims shall be limited to 65% of such, amount (the HPW Liability Portion), and KKR’s liability for Purchasers’ Claims shall be limited to 35% of such amount (the KKR Liability Portion)), provided that the aggregate Sellers’ Liability for Purchasers’ Claims pursuant to (i) Section 7.2.1 (Due Execution, Authority), Section 7.2.2 (Corporate Issues) and Section 7.2.3 (The Shares) in each case as they relate to the Target only (but, for the avoidance of doubt, not as they relate to any of the WILD Flavors Companies), and (ii) the Sellers’ Liability for a Leakage Breach ((i) and (ii) hereinafter collectively referred to as the Exempted Claims) shall be limited to 100% (in words: one hundred per cent) of the Purchase Price. Notwithstanding the aforementioned, the overall liability of each Seller under this Agreement shall in no event exceed such Seller’s portion of the Purchase Price, i.e. 65% of the Purchase Price in the case of HPW and 35% of the Purchase Price in the case of KKR. EXECUTION COPY Project Kronos 5 July 2014 51 | 76
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Related to The aggregate Sellers’ Liability for the Purchasers

  • Seller's Liability SELLER’s liability with respect to the Product sold to END USER shall be limited to the warranty provided herein. SELLER shall not be subject to any other obligations or liabilities, whether arising out of breach of contract, warranty, tort (including negligence and strict liability) or other theories of law, with respect to products sold or services rendered by seller, or any undertaking, acts or omissions relating thereto. Without limiting the foregoing, SELLER specifically disclaims any liability for property or personal injury damages, penalties, special or punitive damages, damages for lost profits or revenues, services, down time, shut down or slow down costs, or for any other types of economic loss, and for claims of END USER’s customers or any third party for any such damages. SELLER shall not be liable for and disclaims all consequential, incidental and contingent damages whatsoever.

  • Liability of Seller; Indemnities The Seller shall be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Seller under this Agreement.

  • LIABILITY OF THE SELLER; INDEMNITIES The Seller shall be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Seller under these Master Sale Terms and each related Sale Agreement.

  • Liability of Seller Seller shall be liable in accordance herewith only to the extent of the obligations in this Agreement specifically undertaken by Seller and the representations and warranties of Seller.

  • Seller’s Obligations at the Closing At the Closing, Seller shall deliver to Purchaser the following:

  • SELLERS 20 The member states initially anticipate that they will provide a monetary allowance to sellers 21 under Model 2 based on the following:

  • Seller’s Indemnities The Seller will, except in the case of gross negligence or wilful misconduct of the Buyer, its directors, officers, agents and/or employees, be solely liable for and will indemnify and hold the Buyer, its Affiliates and each of their respective directors, officers, agents, employees and insurers harmless against all losses, liabilities, claims, damages, costs and expenses, including court costs and reasonable attorneys’ fees (“Losses”), arising from:

  • Obligations of Seller at Closing At the Closing, upon the terms and subject to the conditions of this Agreement, and subject to the simultaneous performance by Purchaser of its obligations pursuant to Section 8.3, Seller shall deliver or cause to be delivered to Purchaser, among other things, the following:

  • Limitation of Seller's Liability This paragraph limits the liability of the seller. This is a usual provision, but flexible, ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ . ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ .

  • Seller For each Mortgage Loan, the seller of such Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement.

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