Extract to table

Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the PSA

To the extent any item of Personal Property is determined to be owned by a Target Entity rather than by Seller, this Bill of Sale shall be deemed to evidence the continued ownership of such item by such Target Entity following the transfer of the membership interests therein to Buyer

00), upon which threshold being exceeded Buyer shall be entitled to recovery from the first dollar of Losses; (d) the de minimis threshold of Two Hundred Seventy-Five Thousand Dollars ($275,000

00) per individual claim, below which threshold no individual claim shall be counted toward satisfaction of the tipping basket; (e) the indemnity escrow of Sixteen Million Five Hundred Thousand Dollars ($16,500,000

2 In the event of any conflict or inconsistency between the terms or provisions of this Bill of Sale and the terms or provisions of the PSA, the PSA shall control and govern in all respects

Without limiting the generality of the foregoing, the delivery of this Bill of Sale shall not be construed as creating any representation, warranty, or covenant on the part of Seller that is not expressly set forth in the PSA