Extract to table

GDT's position is that this standard must be defined with specificity in the body of the Agreement to provide both parties with clarity and to minimize the potential for future disputes

Disputes shall first be escalated to designated senior officers of the respective parties for good-faith negotiation over a period of thirty (30) days

Claims for Losses that do not individually exceed this threshold shall not count toward the aggregate deductible basket described below and shall not be independently recoverable by Buyer

The basket is structured as a "tipping basket" (sometimes referred to as a "first dollar" basket), such that once the aggregate amount of qualifying Losses exceeds the basket amount, Buyer shall be entitled to recover the full amount of all qualifying Losses from dollar one, including Losses that were previously counted toward the basket

General representations and warranties of Seller shall survive the Closing for a period of eighteen (18) months

Fundamental Representations — specifically, representations as to authority, due organization, title to the Purchased Assets, tax matters, and brokers and finders — shall survive the Closing for a period of sixty (60) months