Aggregate Minimum Claims. 10.3.1 The Seller shall not be liable for any Seller’s Warranty Claim or Tax Warranty Claim unless the aggregate amount of all Seller’s Warranty Claims and Tax Warranty Claims for which the Seller would otherwise be liable exceeds £3,500,000.
Appears in 4 contracts
Samples: Share Purchase Agreement (Brinks Co), Share Purchase Agreement (Brinks Co), Brinks Co
Aggregate Minimum Claims. 10.3.1 11.3.1 The Seller shall not be liable for any claim (or a series of claims arising from substantially identical facts or circumstances) under or in respect of the Seller’s Warranty Claim or Tax Warranty Claim Warranties (other than the Fundamental Warranties) unless the aggregate amount of all Seller’s Warranty Claims and Tax Warranty Claims such claims for which the Seller would otherwise be liable (disregarding the provisions of this Clause 11.3) exceeds an amount equal to £3,500,0001,250,000.
Appears in 2 contracts
Samples: Sale and Purchase Agreement, Indemnification Agreement (TerraForm Power, Inc.)
Aggregate Minimum Claims. 10.3.1 11.3.1 The Seller shall not be liable for any Seller’s Warranty or Pre-Closing Claim, other than for any Tax Claim or Tax Warranty Claim for breach of a Title or Capacity Warranty, unless the aggregate amount of all Seller’s Warranty Claims and Tax Warranty or Pre-Closing Claims for which the Seller would otherwise be liable exceeds £3,500,000US$2 million.
Appears in 1 contract
Samples: Share Sale Agreement
Aggregate Minimum Claims. 10.3.1 13.3.1 The Seller shall not be liable for any Seller’s Warranty Claim for a breach of the Business Warranties or the Tax Warranty Claim Warranties unless the aggregate amount of all Seller’s Warranty Claims and Tax Warranty such Claims for which the Seller would otherwise (but for this Clause 13.3.1) be liable exceeds £3,500,000USD 2,875,000.
Appears in 1 contract
Aggregate Minimum Claims. 10.3.1 8.3.1 The Seller shall not be liable for any Seller’s Warranty Claim or Tax Warranty Claim unless the aggregate amount of all Seller’s Warranty Claims and Tax Warranty Claims for which the Seller would otherwise be liable exceeds £3,500,000.
Appears in 1 contract
Samples: Share Purchase Agreement (Brinks Co)
Aggregate Minimum Claims. 10.3.1 The Seller Sellers shall not be liable for any Seller’s Sellers’ Warranty Claim or Tax Warranty Claim in respect of any claim unless the aggregate amount of all Seller’s Warranty Claims and Tax Warranty Claims claims for which the Seller Sellers would otherwise be liable for breach of any Sellers’ Warranty and under the Tax Deed of Covenant (disregarding the provisions of this Clause 10.3) exceeds £3,500,00010,000,000.
Appears in 1 contract
Samples: Share Purchase Agreement (Intercontinental Hotels Group PLC /New/)